Common use of No Interference with Rights Clause in Contracts

No Interference with Rights. Nothing in the Agreement is intended to waive claims (i) for unemployment or workers’ compensation benefits, (ii) for vested rights under ERISA-covered employee benefit plans as applicable on the date Employee signs the Agreement, (iii) that may arise after Employee signs the Agreement, (iv) for reimbursement of reasonable expenses under the Company’s expense reimbursement policies, (v) for claims for indemnification as an officer or director of the Company or any Company Group Member under applicable directors and officers insurance, the Company or Company Group Member bylaws, articles of incorporation or any indemnification agreement, or (vi) which cannot be released by private agreement. Nothing in the Agreement will prevent Employee from exercising any rights that cannot be lawfully waived or restricted. Nothing in the Agreement prevents Employee from testifying at a hearing, deposition or in court in response to a lawful subpoena. Nothing in the Agreement limits Employee’s ability to file a charge or complaint with or from participating in an investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, the United States Department of Justice, Congress, any agency Inspector General or any other federal, state or local governmental agency or commission (all of which are referred to in the Agreement as “Government Agencies”). Further, the Agreement does not limit Employee’s ability to communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information, without notice to the Company. The Agreement does not limit Employee’s right to receive an award from a Government Agency for information provided to any Government Agencies. Employee agrees that Employee has waived any right—where such right can be waived—to recover monetary damages or other personal relief from the Released Parties in any action filed by Employee or by anyone else on Employee’s behalf.

Appears in 1 contract

Samples: Claims and Restrictive Covenant Agreement (TechnipFMC PLC)

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No Interference with Rights. Nothing in this Agreement, including but not limited to the Agreement is intended release of claims, the non-disclosure of Confidential Information, the acknowledgements and promise not to waive claims sue, or the non-disparagement clauses, (i) for unemployment waives your right to testify in an administrative, legislative, or workers’ compensation benefitsjudicial proceeding concerning alleged criminal conduct or alleged sexual harassment on the part of the Company, or on the part of the agents or employees of the Company, when you have been required or requested to attend such a proceeding pursuant to a court order, subpoena, or written request from an administrative agency or the legislature; (ii) for vested rights under ERISA-covered employee benefit plans as applicable on prevents the date Employee signs the Agreement, (iii) that may arise after Employee signs the Agreement, (iv) for reimbursement filing of reasonable expenses under the Company’s expense reimbursement policies, (v) for claims for indemnification as an officer or director of the Company or any Company Group Member under applicable directors and officers insurance, the Company or Company Group Member bylaws, articles of incorporation or any indemnification agreement, or (vi) which cannot be released by private agreement. Nothing in the Agreement will prevent Employee from exercising any rights that cannot be lawfully waived or restricted. Nothing in the Agreement prevents Employee from testifying at a hearing, deposition or in court in response to a lawful subpoena. Nothing in the Agreement limits Employee’s ability to file a charge or complaint with or from participating the participation in an investigation or proceeding conducted by the Equal Employment Opportunity CommissionCommission (EEOC), the National Labor Relations Board, the Occupational Safety and Health AdministrationBoard (NLRB), the Securities and Exchange CommissionCommission (SEC), the United States Department of Justice, Congress, any agency Inspector General or any other federal, state or local governmental agency or commission (all charged with the enforcement of which are referred to in the Agreement as “Government Agencies”). Further, the Agreement does not limit Employee’s ability to communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agencylaws, including providing documents or other information, without notice (iii) prevents the exercise of rights under Section 7 of the National Labor Relations Act to engage in protected, concerted activity with other employees or other individuals; (iv) shall be construed to prohibit or prevent the disclosure of factual information related to any acts of sexual assault, sexual harassment, or unlawful workplace harassment or discrimination, failure to prevent an act of workplace harassment or discrimination based on sex, or act of retaliation against a person for reporting or opposing harassment or discrimination; or (v) shall prevent you from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct you have reason to believe is unlawful. Although by signing this Agreement you acknowledge waiving your right to recover any individual relief (including backpay, frontpay, reinstatement or other legal or equitable relief) in any charge, complaint, or lawsuit or other proceeding brought by you or on your behalf by any third party in relation to the Company. The Agreement does not limit Employee’s matters described above in this Section 8, except for any right you may have to receive an award a payment from a Government Agency government agency (and not the Company) for information provided to any Government Agenciesthe government agency. Employee agrees that Employee has waived any right—where such right can be waived—to recover monetary damages or other personal relief from the Released Parties in any action filed by Employee or by anyone else on Employee’s behalf.6 XXXXXXX X. XXXXXXX

Appears in 1 contract

Samples: Employment Separation and Release Agreement (Nektar Therapeutics)

No Interference with Rights. Nothing in the this Agreement is intended to waive claims (i) for unemployment or workers’ compensation benefitsprohibits, (ii) for vested rights under ERISA-covered employee benefit plans as applicable on the date Employee signs the Agreement, (iii) that may arise after Employee signs the Agreement, (iv) for reimbursement of reasonable expenses under the Company’s expense reimbursement policies, (v) for claims for indemnification as an officer or director of the Company or any Company Group Member under applicable directors and officers insurance, the Company or Company Group Member bylaws, articles of incorporation or any indemnification agreementprevents, or (vi) which cannot be released by private agreement. Nothing in the Agreement will prevent otherwise limits Employee from exercising any rights that cannot be lawfully waived or restricted. Nothing in the Agreement prevents Employee from testifying at a hearing, deposition or in court in response to a lawful subpoena. Nothing in the Agreement limits Employee’s ability to file filing a charge or complaint with or participating, testifying, or assisting in any investigation, hearing, or other proceeding before any federal, state, or local government agency (e.g., EEOC, NLRB, SEC) or in any legislative or judicial proceeding nor does anything in this Agreement preclude, prohibit or otherwise limit, in any way, Employee’s rights and abilities to contact, communicate with or report unlawful conduct, or provide documents, to federal, state, or local officials for investigation or participate in any whistleblower program administered by any such agencies. In addition, nothing in this Agreement, including but not limited to the release of claims nor the confidentiality clauses, prohibits Employee from: (1) reporting possible violations of federal or other law or regulations, including any possible securities laws violations, to any governmental agency or entity, including but not limited to the U.S. Department of Justice, the U.S. Securities and Exchange Commission, the Commodity Futures Trading Commission, the U.S. Congress, or any agency Inspector General; (2) making any other disclosures that are protected under the whistleblower provisions of federal or other law or regulations; or (3) filing a charge or complaint or otherwise fully participating in any governmental whistleblower programs, including but not limited to any such programs managed or administered by the U.S. Securities and Exchange Commission, the Commodity Futures Trading Commission and/or the Occupational Safety and Health Administration. Employee is not required to notify or obtain permission from Employer when filing a governmental whistleblower charge or complaint or engaging or participating in protected whistleblower activity. Moreover, nothing in this Agreement prohibits or prevents Employee from receiving individual monetary awards or other individual relief by virtue of participating in such governmental whistleblower programs. Nothing in this Agreement shall be construed to affect the Equal Employment Opportunity Commission’s or any similar state or local commission’s or agency’s independent right and responsibility to enforce the law. Employee understands, however, that while the Agreement does not impinge on his right to file a charge or participate in an investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, the United States Department of Justice, Congress, any agency Inspector General or any other federal, state or local governmental agency or commission (all of which are referred to in the Agreement as “Government Agencies”). Further, the Agreement does not limit Employee’s ability bar any claim he might have to communicate receive monetary damages in connection with any Government Agencies or otherwise participate in any investigation or Commission proceeding that may be conducted concerning matters covered by any Government Agency, including providing documents or other information, without notice to the Company. The Agreement does not limit Employee’s right to receive an award from a Government Agency for information provided to any Government Agencies. Employee agrees that Employee has waived any right—where such right can be waived—to recover monetary damages or other personal relief from the Released Parties in any action filed by Employee or by anyone else on Employee’s behalfthis Agreement.

Appears in 1 contract

Samples: Separation Agreement and General Release (Quantum Computing Inc.)

No Interference with Rights. Nothing in the this Agreement is intended to waive claims (i) for unemployment or workers’ compensation benefits, (ii) for vested rights under ERISA-covered employee benefit plans as applicable on the date Employee signs the You sign this Agreement, (iii) that may arise after Employee signs the Agreement, (iv) for reimbursement of reasonable expenses under the Company’s expense reimbursement policies, (v) for claims for indemnification as an officer or director of the Company or any Company Group Member under applicable directors and officers insurance, the Company or Company Group Member bylaws, articles of incorporation or any indemnification agreement, or (viiii) which cannot be released by private agreement. Nothing In addition, nothing in this Agreement, including but not limited to the release of claims, proprietary information, confidentiality, cooperation, and non-disparagement provisions: (a) waives Your right to testify in an administrative, legislative, or judicial proceeding concerning alleged criminal conduct or alleged sexual harassment on the part of Workday, or on the part of the agents or employees of Workday, when You have been required or requested to attend such a proceeding pursuant to a court order, subpoena, or written request from an administrative agency or the legislature; (b) prevents You from discussing or disclosing information about unlawful acts in the Agreement will prevent Employee workplace, such as harassment or discrimination or any other conduct that You have reason to believe is unlawful; (c) prevents You from exercising any rights that cannot be lawfully waived or restricted. Nothing in the Agreement prevents Employee from testifying at a hearing, deposition or in court in response to a lawful subpoena. Nothing in the Agreement limits Employee’s ability to file filing a charge or complaint with with, providing information or documents to, and/or from participating in an investigation or proceeding conducted by the Equal Employment Opportunity CommissionCommission (EEOC), the National Labor Relations Board, the Occupational Safety and Health AdministrationBoard (NLRB), the Securities and Exchange CommissionCommission (SEC), the United States Department of Justice, Congress, any agency Inspector General or any other any federal, state or local governmental agency charged with the enforcement of any laws, or commission (all d) prevents You from exercising rights under Section 7 of which the National Labor Relations Act (NLRA) to engage in joint activity with other employees, provided that by signing this Agreement You are referred waiving the right to individual relief based on claims asserted in the Agreement as “Government Agencies”). Furthersuch a charge or complaint, the Agreement does not limit Employee’s ability to communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted asserted by any Government Agencythird-party on Your behalf, including providing documents or other information, without notice to the Company. The Agreement does not limit Employee’s except where such a waiver of individual relief is prohibited and except for any right You may have to receive an award a payment from a Government Agency government agency (and not Workday) for information provided to any Government Agencies. Employee agrees that Employee has waived any right—where such right can be waived—to recover monetary damages or other personal relief from the Released Parties in any action filed by Employee or by anyone else on Employee’s behalfa government agency.

Appears in 1 contract

Samples: General Release (Workday, Inc.)

No Interference with Rights. Nothing in this Release Agreement or the Agreement is intended Employment Agreement, including but not limited to, the release of claims, confidential information, return of property, non-solicitation of employees, non-solicitation of customers, non-competition, non-disparagement, availability/cooperation, agreement to waive claims (i) for unemployment or workers’ compensation benefitsarbitrate and acknowledgement provisions, (ii1) for vested rights under ERISA-covered employee benefit plans as applicable on limits or affects Employee’s right to challenge the date Employee signs the Agreement, (iii) that may arise after Employee signs the Agreement, (iv) for reimbursement validity of reasonable expenses this Release Agreement under the Company’s expense reimbursement policies, ADEA or the OWBPA; (v2) for claims for indemnification as an officer or director of the Company or any Company Group Member under applicable directors and officers insurance, the Company or Company Group Member bylaws, articles of incorporation or any indemnification agreement, or (vi) which cannot be released by private agreement. Nothing in the Agreement will prevent Employee from exercising any rights that cannot be lawfully waived or restricted. Nothing in the Agreement prevents Employee from testifying at a hearing, deposition or in court in response to a lawful subpoena. Nothing in the Agreement limits Employee’s ability to file filing a charge or complaint with or from participating in an investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, the United States Department of Justice, Congress, any agency Inspector General or any other any federal, state or local governmental agency or commission (all charged with the enforcement of which are referred to in the Agreement as “Government Agencies”). Further, the Agreement does not limit Employee’s ability to communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agencylaws, including providing documents or other information; or (3) prevents Employee from exercising rights under Section 7 of the National Labor Relations Act to engage in joint activity with other employees, without notice although by signing this release Employee is waiving rights to individual relief (including backpay, frontpay, reinstatement or other legal or equitable relief) in any charge, complaint, lawsuit, or other proceeding brought by Employee or on Employee’s behalf by any third-party, except for any right Employee may have to receive a payment from a government agency (and not the Company. The Agreement does not limit Employee’s right to receive an award from a Government Agency ) for information provided to the government agency or where otherwise prohibited. Notwithstanding Employee’s confidentiality and non-disclosure obligations in this Release Agreement and otherwise, Employee understands that as provided by the Federal Defend Trade Secrets Act, Employee will not be held criminally or civilly liable under any Government Agencies. Employee agrees that Employee has waived any right—where such right can be waived—federal or state trade secret law for the disclosure of a trade secret made: (i) in confidence to recover monetary damages a federal, state, or local government official, either directly or indirectly, or to an attorney, and solely for the purpose of reporting or investigating a suspected violation of law; or (ii) in a complaint or other personal relief from document filed in a lawsuit or other proceeding, if such filing is made under seal. THIS IS A RELEASE OF CLAIMS - READ CAREFULLY BEFORE SIGNING I have read this Severance and Release Agreement. Company advised me to seek the advice of counsel regarding the meaning and effect of this Release Agreement, and I have had the opportunity to do so. I fully understand the terms of this Release Agreement and I understand it is a complete and final release of any of my claims against the Released Parties (as defined in any action filed by Employee or by anyone else on Employee’s behalf.this Release Agreement). I sign the Release Agreement as my own free act and deed. Xxxxxxx X. Xxxxx XX Date: HRB Professional Resources LLC By: Title: Date: EXHIBIT A EQUITY-BASED AWARD VESTING AND CONTINUATION SUMMARY EXHIBIT B EQUITY-BASED AWARD FORFEITURE SUMMARY EXHIBIT C RESIGNATION To Whom It May Concern: Effective [INSERT DATE], I hereby resign from the following officer and director positions: Entity Name Title ____________________________________ Xxxxxxx X. Xxxxx XX

Appears in 1 contract

Samples: Employment Agreement (H&r Block Inc)

No Interference with Rights. Nothing in the Agreement Release is intended to waive claims (i) for unemployment or workers’ compensation benefits, (ii) for vested rights under ERISA-covered employee benefit plans as applicable on the date Employee signs the AgreementRelease, (iii) that may arise after Employee signs the AgreementRelease, (iv) for reimbursement of reasonable expenses under the Company’s expense reimbursement policies, (v) for claims for indemnification as an officer or director of the Company or any Company Group Member under applicable directors and officers insurance, the Company or Company Group Member bylaws, articles of incorporation or any indemnification agreement, or (vi) which cannot be released by private agreement. Nothing in the Agreement Release will prevent Employee from exercising any rights that cannot be lawfully waived or restricted. Nothing in the Agreement Release prevents Employee from testifying under oath at a hearing, deposition or in court in response to a lawful subpoenasubpoena or other legal process or otherwise making any disclosure of information required by law. Nothing in the Agreement Release limits Employee’s ability to file a charge or complaint with or from participating in an investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, the United States Department of Justice, Congress, any agency Inspector General or any other federal, state or local governmental agency or commission (all of which are referred to in the Agreement Release as “Government Agencies”), including exercising any rights Employee may have under Section 7 of the U.S. National Labor Relations Act, such as the right to engage in concerted activity, including collective action or discussion concerning wages or working conditions,. Further, the Agreement Release does not limit Employee’s ability to communicate with any Government Agencies or otherwise cooperate with or participate in any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information, without notice to or seeking permission from the Company. In addition, the Release does not prohibit Employee from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination based on a protected characteristic or any other conduct Employee has reason to believe is unlawful. The Agreement Release does not limit Employee’s right to receive an award from a Government Agency for information provided to any Government Agencies. Employee agrees that Employee has waived any right—where such right can be waived—to recover monetary damages or other personal relief from the Released Parties in any action filed by Employee or by anyone else on Employee’s behalf. Furthermore, in accordance with 18 U.S.C. § 1833, notwithstanding anything to the contrary in this Release: (a) Employee shall not be in breach of this Release, and shall not be held criminally or civilly liable under any federal or state trade secret law (i) for the disclosure of a trade secret that is made in confidence to a federal, state, or local government official or to an attorney solely for the purpose of reporting or investigating a suspected violation of law, or (ii) for the disclosure of a trade secret that is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; and (b) if Employee files a lawsuit for retaliation by the Company for reporting a suspected violation of law, Employee may disclose the trade secret to Employee’s attorney, and may use the trade secret information in the court proceeding, if Employee files any document containing the trade secret under seal, and does not disclose the trade secret, except pursuant to court order.

Appears in 1 contract

Samples: Release Agreement (TechnipFMC PLC)

No Interference with Rights. Nothing in the Agreement this Release is intended to waive claims (i) for unemployment or workers’ compensation benefits, (ii) for vested rights benefits under any 401(k) plan or other ERISA-covered employee benefit plans plan provided by the Company in effect as applicable on of the date Employee Executive signs the Agreementthis Release, (iii) that may arise after Employee signs the Agreement, (iv) for reimbursement of reasonable expenses under the Company’s expense reimbursement policies, (viv) for claims for indemnification as an officer or director of the Company or any Company Group Member under applicable directors and officers insurance, the Company or Company Group Member bylaws, articles of incorporation or any indemnification agreementthat may arise after Executive signs this, or (viv) which cannot be released by private agreement. Nothing In addition, nothing in this Release, including, but not limited to, the Agreement will prevent Employee Release of Known and Unknown Claims, Executive Acknowledgements, No Pending Claims and Covenant Not to Sue, and Cooperation provisions (i) prevents or precludes Executive from exercising any rights that cannot be lawfully waived challenging or restricted. Nothing seeking a determination in good faith of the Agreement validity of this Release under the ADEA or the OWBPA, (ii) prevents Employee Executive from testifying at communicating with, filing a hearingcharge or complaint with, deposition providing documents or in court other information voluntarily or in response to a lawful subpoena. Nothing in the Agreement limits Employee’s ability to file a charge subpoena or complaint with other information request to, or from participating in an investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Securities and Exchange Commission, the Occupational Safety and Health Administration, the Securities and Exchange Commissionlaw enforcement, the United States Department of Justice, Congress, any agency Inspector General or any other federal, state or local governmental agency charged with the enforcement Executive Separation and Release Agreement of any laws, or commission responding to a subpoena or discovery request in court litigation or arbitration, (all iii) limits Executive from exercising rights, if any, under Section 7 of which are referred the NLRA or similar state law to engage in the Agreement as “Government Agencies”). Furtherprotected, the Agreement does not limit Employee’s ability concerted activity, including discussing compensation and other terms and conditions of employment, although by signing this Release, Executive is waiving his/her right to communicate with recover any Government Agencies individual relief (including back pay, front pay, reinstatement or otherwise participate other legal or equitable relief) in any investigation charge, complaint, or lawsuit or other proceeding that may be conducted brought by Executive or on his/her behalf by any Government Agencythird party, including providing documents or other information, without notice to the Company. The Agreement does not limit Employee’s except for any right Executive may have to receive an award a payment from a Government Agency government agency (and not the Company or any of the Released Parties) for information provided to any Government Agencies. Employee agrees that Employee has waived any right—the government agency, or where such a waiver of individual relief is otherwise prohibited, or (iv) limits or affects Executive’s right can be waived—to recover monetary damages disclose or discuss sexual harassment or sexual assault disputes. [Signature Page Follows] Executive Separation and Release Agreement In exchange for severance and other personal relief from promises contained in this Release, Executive is entering into this Release voluntarily, deliberately, and with all information needed to make an informed decision to enter this Release. The Company has provided Executive with the Released Parties opportunity to ask any questions regarding this Release and provided notice of and an opportunity to retain an attorney, or Executive already is represented by an attorney. EXECUTIVE By: /s/ Xxxxx Xxxxxxxx Xxxxx Xxxxxxxx Date: April 3, 2023 In exchange for the promises contained in any action filed by Employee or by anyone else on Employee’s behalf.this Release, the Company promises to provide the benefits set forth in this Release. FOX FACTORY, INC. By: /s/ Xxxx X. Xxxxxx Xxxx X. Xxxxxx, Chief Human Resources Officer Date: April 4, 2023 FOX FACTORY HOLDING CORPORATION By: /s/ Xxxx X. Xxxxxx Xxxx X. Xxxxxx, Chief Human Resources Officer Date: April 4, 2023

Appears in 1 contract

Samples: Executive Separation and Release Agreement (Fox Factory Holding Corp)

No Interference with Rights. Nothing in this Agreement including but not limited to the Agreement is intended to waive claims (i) for unemployment or workers’ compensation benefitsacknowledgments, proprietary information, confidentiality, and non-disparagement provisions, (iia) for vested rights under ERISA-covered employee benefit plans limits or affects Xxxxxxx’x right to disclose or discuss sexual harassment or sexual assault disputes; (b) prevents Xxxxxxx from discussing or disclosing information about unlawful acts in the workplace, such as applicable harassment or discrimination or any other conduct that Xxxxxxx has reason to believe is unlawful or waives Xxxxxxx’x right to testify in an administrative, legislative, or judicial proceeding concerning alleged criminal conduct or alleged sexual harassment on the date Employee signs the Agreement, (iii) that may arise after Employee signs the Agreement, (iv) for reimbursement part of reasonable expenses under the Company’s expense reimbursement policies, (v) for claims for indemnification as an officer or director any member of the Company Group, or on the part of the agents or employees of any Company Group Member under applicable directors and officers insurance, member of the Company Group, when Xxxxxxx has been required or Company Group Member bylawsrequested to attend such a proceeding pursuant to a court order, articles of incorporation or any indemnification agreementsubpoena, or written request from an administrative agency or the legislature, (vic) which cannot be released by private agreement. Nothing in the Agreement will prevent Employee prevents Xxxxxxx from exercising any rights that cannot be lawfully waived communicating with, filing a charge or restricted. Nothing in the Agreement prevents Employee from testifying at a hearingcomplaint with, deposition providing documents or in court information voluntarily or in response to a lawful subpoena. Nothing in the Agreement limits Employee’s ability to file a charge subpoena or complaint with other information request to, or from participating in an investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, the United States Department of Justicelaw enforcement, Congress, any agency Inspector General or any other any federal, state or local governmental agency charged with the enforcement of any laws; or commission from testifying, providing evidence, or responding to a subpoena or discovery request in court litigation or arbitration; or (all d) prevents a non-management, non-supervisory employee from engaging in protected concerted activity under §7 of which are referred the NLRA or similar state law such as joining, assisting, or forming a union, bargaining, picketing, striking, or participating in other activity for mutual aid or protection, or refuse to do so; this includes using or disclosing information acquired through lawful means regarding wages, hours, benefits, or other terms and conditions of employment, unless the information was entrusted to the employee in confidence by the Agreement Company as “Government Agencies”). Furtherpart of the employee’s job duties; although by signing this Agreement, the Agreement does not limit Employee’s ability in each case, Xxxxxxx is waiving rights to communicate with any Government Agencies individual relief (including backpay, front pay, reinstatement or otherwise participate other legal or equitable relief) in any investigation charge, complaint, or lawsuit or other proceeding that may be conducted brought by Xxxxxxx or on his behalf by any Government Agencythird party, including providing documents or other information, without notice to the Company. The Agreement does not limit Employee’s except for (I) any right Xxxxxxx may have to receive an a payment or award from a Government Agency government agency (and not any member of the Company Group) for information provided to any Government Agencies. Employee agrees that Employee has waived any right—the government agency or (II) where such right can waiver is prohibited by law. Notwithstanding the confidentiality and non-disclosure obligations in the Confidentiality Agreement, this Agreement and otherwise, Xxxxxxx understands that as provided by the Federal Defend Trade Secrets Act, Xxxxxxx will not be waived—held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret made: (1) in confidence to recover monetary damages a federal, state, or local government official, either directly or indirectly, or to an attorney, and solely for the purpose of reporting or investigating a suspected violation of law; or (2) in a complaint or other personal relief from the Released Parties document filed in any action filed by Employee a lawsuit or by anyone else on Employee’s behalfother proceeding, if such filing is made under seal.

Appears in 1 contract

Samples: Special Advisor Agreement (QuidelOrtho Corp)

No Interference with Rights. Nothing in the You understand this Agreement is intended does not apply to waive claims (i) claims for unemployment or workers’ compensation benefits, (ii) claims or rights that may arise after the date that you sign this Agreement, (iii) claims for reimbursement of expenses under the Company’s expense reimbursement policies, (iv) any vested rights under the Company’s ERISA-covered employee benefit plans as applicable on the date Employee signs the you sign this Agreement, (iii) that may arise after Employee signs the Agreement, (iv) for reimbursement of reasonable expenses under the Company’s expense reimbursement policies, and (v) for any claims for indemnification as an officer or director of the Company or any Company Group Member under applicable directors and officers insurance, the Company or Company Group Member bylaws, articles of incorporation or any indemnification agreement, or (vi) which canthat controlling law clearly states may not be released by private agreement. Nothing Moreover, nothing in this Agreement (including but not limited to the acknowledgements, release of claims, the promise not to sue, the confidentiality and non-disparagement obligations, cooperation, and the return of property provision) (i) limits or affects your right to challenge the validity of this Agreement will prevent Employee under the ADEA or the OWBPA, (ii) prevents from exercising any rights that cannot be lawfully waived communicating with, filing a charge or restricted. Nothing in the Agreement prevents Employee from testifying at a hearing, deposition complaint with; providing documents or in court information voluntarily or in response to a lawful subpoena. Nothing in the Agreement limits Employee’s ability to file a charge subpoena or complaint with other information request to; or from participating in an investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Securities and Exchange Commission, the Occupational Safety and Health Administration, the Securities and Exchange Commissionlaw enforcement, the United States Department of Justice, Congress, any agency Inspector General or any other any federal, state or local governmental agency charged with the enforcement of any laws, or from responding to a subpoena or discovery request in court litigation or arbitration, or (iii) precludes you from exercising your rights, if any, under Section 7 of the NLRA or under similar state law to engage in protected, concerted activity with other employees, including discussing your compensation or terms and conditions of employment. In addition, nothing in this Agreement shall be construed to prevent you from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that you have reason to believe is unlawful; waive your right to testify in an administrative, legislative, or judicial proceeding concerning alleged criminal conduct or alleged sexual harassment on the part of the Company, or on the part of the agents or employees of the Company, when you have been required or requested to attend such a proceeding pursuant to a court order, subpoena, or written request from an administrative agency or commission the legislature. By signing this Agreement you are waiving your right to recover any individual relief (all of which are referred to in the Agreement as “Government Agencies”). Furtherincluding any backpay, the Agreement does not limit Employee’s ability to communicate with any Government Agencies frontpay, reinstatement or otherwise participate other legal or equitable relief) in any investigation charge, complaint, or lawsuit or other proceeding that may be conducted brought by you or on your behalf by any Government Agencythird party, including providing documents or other information, without notice to the Company. The Agreement does not limit Employee’s except for any right you may have to receive an a payment or award from a Government Agency government agency (and not the Company) for information provided to the government agency or where otherwise prohibited. Notwithstanding your confidentiality and non-disclosure obligations in this Agreement and otherwise, you understand that as provided by the Federal Defend Trade Secrets Act, you will not be held criminally or civilly liable under any Government Agencies. Employee agrees that Employee has waived any right—where such right can be waived—federal or state trade secret law for the disclosure of a trade secret made: (1) in confidence to recover monetary damages a federal, state, or local government official, either directly or indirectly, or to an attorney, and solely for the purpose of reporting or investigating a suspected violation of law; or (2) in a complaint or other personal relief from document filed in a lawsuit or other proceeding, if such filing is made under seal. In exchange for the Released Parties promises contained in any action filed by this Agreement, the Company promises to provide the benefits set forth in this Agreement. Date:____________ ____________________________ Bxxxx Xxxx, Chief People Officer _______________________________ Signature You have read this Agreement and understand its legal and binding effect. You are acting voluntarily, deliberately, and of your own free will in signing this Agreement. The Company has provided you with all information needed to make an informed decision to sign this Agreement, notice of and an opportunity to retain an attorney, and an opportunity to ask questions about this Agreement. Date:____________ Not valid if signed before Termination Date ___________________________ Employee or by anyone else on Employee’s behalf.Name Printed _______________________________ Signature EXHIBIT D

Appears in 1 contract

Samples: Employment Agreement (GAN LTD)

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No Interference with Rights. Nothing in this Release Agreement or the Agreement is intended Employment Agreement, including but not limited to, the release of claims, confidential information, return of property, non-solicitation of employees, non-solicitation of customers, non-competition, non-disparagement, availability/cooperation, agreement to waive claims (i) for unemployment or workers’ compensation benefitsarbitrate and acknowledgement provisions, (ii1) for vested rights under ERISA-covered employee benefit plans as applicable on limits or affects Employee’s right to challenge the date Employee signs the Agreement, (iii) that may arise after Employee signs the Agreement, (iv) for reimbursement validity of reasonable expenses this Release Agreement under the Company’s expense reimbursement policies, ADEA or the OWBPA; (v2) for claims for indemnification as an officer or director of the Company or any Company Group Member under applicable directors and officers insurance, the Company or Company Group Member bylaws, articles of incorporation or any indemnification agreement, or (vi) which cannot be released by private agreement. Nothing in the Agreement will prevent Employee from exercising any rights that cannot be lawfully waived or restricted. Nothing in the Agreement prevents Employee from testifying at a hearing, deposition or in court in response to a lawful subpoena. Nothing in the Agreement limits Employee’s ability to file filing a charge or complaint with or from participating in an investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, the United States Department of Justice, Congress, any agency Inspector General or any other any federal, state or local governmental agency or commission (all charged with the enforcement of which are referred to in the Agreement as “Government Agencies”). Further, the Agreement does not limit Employee’s ability to communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agencylaws, including providing documents or other information; or (3) prevents Employee from exercising rights under Section 7 of the National Labor Relations Act to engage in joint activity with other employees, without notice although by signing this release Employee is waiving rights to individual relief (including backpay, frontpay, reinstatement or other legal or equitable relief) in any charge, complaint, lawsuit, or other proceeding brought by Employee or on Employee’s behalf by any third-party, except for any right Employee may have to receive a payment from a government agency (and not the Company. The Agreement does not limit Employee’s right to receive an award from a Government Agency ) for information provided to the government agency or where otherwise prohibited. Notwithstanding Employee’s confidentiality and non-disclosure obligations in this Release Agreement and otherwise, Employee understands that as provided by the Federal Defend Trade Secrets Act, Employee will not be held criminally or civilly liable under any Government Agencies. Employee agrees that Employee has waived any right—where such right can be waived—federal or state trade secret law for the disclosure of a trade secret made: (i) in confidence to recover monetary damages a federal, state, or local government official, either directly or indirectly, or to an attorney, and solely for the purpose of reporting or investigating a suspected violation of law; or (ii) in a complaint or other personal relief from document filed in a lawsuit or other proceeding, if such filing is made under seal. THIS IS A RELEASE OF CLAIMS - READ CAREFULLY BEFORE SIGNING I have read this Severance and Release Agreement. Company advised me to seek the advice of counsel regarding the meaning and effect of this Release Agreement, and I have had the opportunity to do so. I fully understand the terms of this Release Agreement and I understand it is a complete and final release of any of my claims against the Released Parties (as defined in any action filed by Employee or by anyone else on Employee’s behalf.this Release Agreement). I sign the Release Agreement as my own free act and deed. Xxxxxxx X. Xxxxx XX ___________________________________________ Date: HRB Professional Resources LLC ___________________________________________ By: Title: Date: EXHIBIT A EQUITY-BASED AWARD VESTING AND CONTINUATION SUMMARY EXHIBIT B EQUITY-BASED AWARD FORFEITURE SUMMARY EXHIBIT C RESIGNATION To Whom It May Concern: Effective [INSERT DATE], I hereby resign from the following officer and director positions: Entity Name Title ____________________________________ Xxxxxxx X. Xxxxx XX Dated:

Appears in 1 contract

Samples: Award Agreement (H&r Block Inc)

No Interference with Rights. Nothing in the You understand this Agreement is intended does not apply to waive claims (i) claims for unemployment or workers’ compensation benefits, (ii) claims or rights that may arise after the date that you sign this Agreement, (iii) claims for reimbursement of expenses under the Company’s expense reimbursement policies, (iv) any vested rights under the Company’s ERISA-covered employee benefit plans as applicable on the date Employee signs the you sign this Agreement, (iii) that may arise after Employee signs the Agreement, (iv) for reimbursement of reasonable expenses under the Company’s expense reimbursement policies, and (v) for any claims for indemnification as an officer or director of the Company or any Company Group Member under applicable directors and officers insurance, the Company or Company Group Member bylaws, articles of incorporation or any indemnification agreement, or (vi) which canthat controlling law clearly states may not be released by private agreement. Nothing Moreover, nothing in this Agreement (including but not limited to the acknowledgements, release of claims, the promise not to sue, the confidentiality and non-disparagement obligations, cooperation, and the return of property provision) (i) limits or affects your right to challenge the validity of this Agreement will prevent Employee under the ADEA or the OWBPA, (ii) prevents from exercising any rights that cannot be lawfully waived communicating with, filing a charge or restricted. Nothing in the Agreement prevents Employee from testifying at a hearing, deposition complaint with; providing documents or in court information voluntarily or in response to a lawful subpoena. Nothing in the Agreement limits Employee’s ability to file a charge subpoena or complaint with other information request to; or from participating in an investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Securities and Exchange Commission, the Occupational Safety and Health Administration, the Securities and Exchange Commissionlaw enforcement, the United States Department of Justice, Congress, any agency Inspector General or any other any federal, state or local governmental agency charged with the enforcement of any laws, or from responding to a subpoena or discovery request in court litigation or arbitration, or (iii) precludes you from exercising your rights, if any, under Section 7 of the NLRA or under similar state law to engage in protected, concerted activity with other employees, including discussing your compensation or terms and conditions of employment. In addition, nothing in this Agreement shall be construed to prevent you from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that you have reason to believe is unlawful; waive your right to testify in an administrative, legislative, or judicial proceeding concerning alleged criminal conduct or alleged sexual harassment on the part of the Company, or on the part of the agents or employees of the Company, when you have been required or requested to attend such a proceeding pursuant to a court order, subpoena, or written request from an administrative agency or commission the legislature. By signing this Agreement you are waiving your right to recover any individual relief (all of which are referred to in the Agreement as “Government Agencies”). Furtherincluding any backpay, the Agreement does not limit Employee’s ability to communicate with any Government Agencies frontpay, reinstatement or otherwise participate other legal or equitable relief) in any investigation charge, complaint, or lawsuit or other proceeding that may be conducted brought by you or on your behalf by any Government Agencythird party, including providing documents or other information, without notice to the Company. The Agreement does not limit Employee’s except for any right you may have to receive an a payment or award from a Government Agency government agency (and not the Company) for information provided to the government agency or where otherwise prohibited. Notwithstanding your confidentiality and non-disclosure obligations in this Agreement and otherwise, you understand that as provided by the Federal Defend Trade Secrets Act, you will not be held criminally or civilly liable under any Government Agencies. Employee agrees that Employee has waived any right—where such right can be waived—federal or state trade secret law for the disclosure of a trade secret made: (1) in confidence to recover monetary damages a federal, state, or local government official, either directly or indirectly, or to an attorney, and solely for the purpose of reporting or investigating a suspected violation of law; or (2) in a complaint or other personal relief from document filed in a lawsuit or other proceeding, if such filing is made under seal. In exchange for the Released Parties promises contained in any action filed by this Agreement, the Company promises to provide the benefits set forth in this Agreement. Date: Bxxxx Xxxx, Chief People Officer Signature You have read this Agreement and understand its legal and binding effect. You are acting voluntarily, deliberately, and of your own free will in signing this Agreement. The Company has provided you with all information needed to make an informed decision to sign this Agreement, notice of and an opportunity to retain an attorney, and an opportunity to ask questions about this Agreement. Date: Not valid if signed before Termination Date Employee or by anyone else on Employee’s behalf.Name Printed Signature EXHIBIT D

Appears in 1 contract

Samples: Employment Agreement (GAN LTD)

No Interference with Rights. Nothing The parties agree that nothing in the this Agreement is intended shall be construed to waive claims (i) for unemployment prohibit you from challenging illegal conduct or workers’ compensation benefitsengaging in protected activity, (ii) for vested rights under ERISA-covered employee benefit plans as applicable on the date Employee signs the Agreement, (iii) including without limitation reporting possible violations of any law or regulation to any governmental agency or regulatory entity or making other disclosures that may arise after Employee signs the Agreement, (iv) for reimbursement of reasonable expenses are protected under the Company’s expense reimbursement policieswhistleblower provisions of any law or regulation, (v) for claims for indemnification as an officer or director of the Company or any Company Group Member under applicable directors and officers insurance, the Company or Company Group Member bylaws, articles of incorporation or any indemnification agreement, or (vi) which cannot be released by private agreement. Nothing in the Agreement will prevent Employee from exercising any rights that cannot be lawfully waived or restricted. Nothing in the Agreement prevents Employee from testifying at a hearing, deposition or in court in response to a lawful subpoena. Nothing in the Agreement limits Employee’s ability to file filing a charge or complaint with or from with, and/or participating in an any investigation or proceeding conducted by the Equal Employment Opportunity Commissionby, the National Labor Relations Board, the Occupational Safety and Health AdministrationEqual Employment Opportunity Commission, the Securities and Exchange Commission, the United States Department of Justice, Congress, any agency Inspector General or and/or any other federal, state or local governmental agency or commission (all of which are referred to in the Agreement as “Government Agencies”)government agency. Further, the parties agree that nothing in this Agreement does not limit Employee’s shall be construed to interfere with the ability of any federal, state or local government agency to investigate any such charge or complaint, or your ability to communicate voluntarily with any Government Agencies or otherwise participate in any investigation or proceeding such agency. However, by signing this Agreement, you understand that may be conducted by any Government Agency, including providing documents or other information, without notice to the Company. The Agreement does not limit Employee’s you are waiving your right to receive an award individual relief based on claims asserted in any such charge or complaint, except where such a waiver is prohibited. Notwithstanding anything herein or in any other agreement with or policy of any member of the Assured Guaranty Group to which you are or were subject, nothing herein or therein shall (i) prohibit you from a Government Agency for information provided making reports of possible violations of federal law or regulation to any Government Agenciesgovernmental agency or entity in accordance with the provisions of and rules promulgated under Section 21F of the Securities Exchange Act of 1934 or Section 806 of the Xxxxxxxx-Xxxxx Act of 2002, or of any other whistleblower protection provisions of state or federal law or regulation, or (ii) require notification or prior approval by the Company or any of its Affiliates of any reporting described in clause (i); provided, however, that you are not authorized to disclose communications with counsel for the Assured Guaranty Group that were made for the purpose of receiving legal advice or that contain legal advice or that are protected by the attorney work product or similar privilege between such counsel and the Assured Guaranty Group. Employee agrees Furthermore, you shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that Employee has waived any right—where such right can be waived—is made (1) in confidence to recover monetary damages a federal, state or local government official, either directly or indirectly, or to an attorney, in each case, solely for the purpose of reporting or investigating a suspected violation of law or (2) in a complaint or other personal relief from the Released Parties document filed in any action filed by Employee a lawsuit or by anyone else on Employee’s behalfproceeding, if such filings are made under seal.

Appears in 1 contract

Samples: Assured Guaranty LTD

No Interference with Rights. Nothing in the Agreement is intended to waive claims (i) for unemployment or workers’ compensation benefits, (ii) for vested rights under ERISA-covered employee benefit plans as applicable on the date Employee signs the Agreement, (iii) that may arise after Employee signs the Agreement, (iv) for reimbursement of reasonable expenses under the Company’s expense reimbursement policies, (v) for claims for indemnification as an officer or director of the Company or any Company Group Member under applicable directors and officers insurance, the Company or Company Group Member bylaws, articles of incorporation or any indemnification agreement, or (vi) which cannot be released by private agreement. Nothing in the Agreement will prevent Employee from exercising any rights that cannot be lawfully waived or restricted. Nothing in the Agreement prevents Employee from testifying under oath at a hearing, deposition or in court in response to a lawful subpoenasubpoena or other legal process or otherwise making any disclosure of information required by law. Nothing in the Agreement limits Employee’s ability to file a charge or complaint with or from participating in an investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, the United States Department of Justice, Congress, any agency Inspector General or any other federal, state or local governmental agency or commission (all of which are referred to in the Agreement as “Government Agencies”), including exercising any rights Employee may have under Section 7 of the U.S. National Labor Relations Act, such as the right to engage in concerted activity, including collective action or discussion concerning wages or working conditions,. Further, the Agreement does not limit Employee’s ability to communicate with any Government Agencies or otherwise cooperate with or participate in any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information, without notice to or seeking permission from the Company. In addition, the Agreement does not prohibit Employee from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination based on a protected characteristic or any other conduct Employee has reason to believe is unlawful. The Agreement does not limit Employee’s right to receive an award from a Government Agency for information provided to any Government Agencies. Employee agrees that Employee has waived any right—where such right can be waived—to recover monetary damages or other personal relief from the Released Parties in any action filed by Employee or by anyone else on Employee’s behalf. Furthermore, in accordance with 18 U.S.C. § 1833, notwithstanding anything to the contrary in this Agreement: (a) Employee shall not be in breach of this Agreement, and shall not be held criminally or civilly liable under any federal or state trade secret law (i) for the disclosure of a trade secret that is made in confidence to a federal, state, or local government official or to an attorney solely for the purpose of reporting or investigating a suspected violation of law, or (ii) for the disclosure of a trade secret that is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; and (b) if Employee files a lawsuit for retaliation by the Company for reporting a suspected violation of law, Employee may disclose the trade secret to Employee’s attorney, and may use the trade secret information in the court proceeding, if Employee files any document containing the trade secret under seal, and does not disclose the trade secret, except pursuant to court order.

Appears in 1 contract

Samples: Release Agreement (TechnipFMC PLC)

No Interference with Rights. Nothing in the this Agreement is intended to waive claims (i) for unemployment or workers’ compensation benefits, (ii) for vested rights under ERISA-covered employee benefit plans as applicable on the date Employee signs the AgreementSeparation Date, (iii) that may arise after Employee Executive signs the this Agreement, (iv) for reimbursement of reasonable expenses under the Company’s expense reimbursement policies, or (v) for claims for indemnification as an officer or director of the Company or any Company Group Member under applicable directors and officers insurance, the Company or Company Group Member bylaws, articles of incorporation or any indemnification agreement, or (vi) which cannot be released by private agreement. Nothing In addition, nothing in this Agreement including but not limited to the Agreement will prevent Employee from exercising any rights that cannot be lawfully waived acknowledgments, release of claims, proprietary information, confidentiality, and cooperation provisions, (i) waives Executive’s right to testify in an administrative, legislative, or restricted. Nothing in judicial proceeding concerning alleged criminal conduct or alleged sexual harassment on the Agreement prevents Employee from testifying at part of the Company, or on the part of the agents or employees of the Company, when Executive has been required or requested to attend such a hearing, deposition or in court in response proceeding pursuant to a lawful court order, subpoena. Nothing in , or written request from an administrative agency or the legislature, (ii) limits or affects Executive’s right to challenge the validity of this Agreement limits Employee’s ability to file under the ADEA or the OWBPA, (iii) prevents Executive from communicating with, filing a charge or complaint with or from participating in an investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, the United States Department of Justice, Congress, any agency Inspector General or any other any federal, state or local governmental agency or commission (all charged with the enforcement of which are referred to in the Agreement as “Government Agencies”). Further, the Agreement does not limit Employee’s ability to communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agencylaws, including providing documents or any other information, without notice or (iv) limits Executive from exercising rights under Section 7 of the NLRA to the Company. The engage in protected, concerted activity with other employees, although by signing this Agreement does not limit EmployeeExecutive waiving rights to individual relief (including backpay, frontpay, reinstatement or other legal or equitable relief) in any charge, complaint, or lawsuit or other proceeding brought by Executive or on Executive’s behalf by any third party, except for any right Executive may have to receive an a payment or award from a Government Agency government agency (and not the Company) for information provided to any Government Agencies. Employee agrees that Employee has waived any right—the government agency or otherwise where such right can be waived—to recover monetary damages or other personal relief from the Released Parties in any action filed by Employee or by anyone else on Employee’s behalfprohibited.

Appears in 1 contract

Samples: Transition Services, Separation and Release Agreement (Fox Factory Holding Corp)

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