Common use of Release of All Claims Clause in Contracts

Release of All Claims. Except as otherwise set forth in this Agreement, you hereby release, acquit and forever discharge the Parent, the Company and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parent, subsidiaries, assigns, and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; and New York Labor Law, New York City Human Rights Law, and the New York Human Rights Law; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Company.

Appears in 7 contracts

Samples: Employment Agreement (Katapult Holdings, Inc.), Employment Agreement (Katapult Holdings, Inc.), Employment Agreement (FinServ Acquisition Corp.)

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Release of All Claims. Except as otherwise set forth In consideration of receiving from Heartland Bancshares, Inc. (“Company”), the payments and benefits provided for in this the Change in Control Agreement, you hereby releasedated as of July 19, acquit and forever discharge the Parent, 2004 (“Change in Control Agreement”) between the Company and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parent, subsidiaries, assigns, and affiliates the undersigned (the Released Party” or “Released PartiesExecutive”), of which payments and benefits the Executive was not otherwise entitled to receive (except for the benefits provided in Subsection 4(a)), the Executive unconditionally releases and discharges the Company from any and all claims, liabilities, demands, causes of action, costsdemands, expenses, attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equity, lawsuits or otherwiseother charges whatsoever, known and or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of directly or in any way indirectly related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your Executive’s employment with the Company, or the termination of that employment; (ii) except as otherwise provided herein. The claims or demands related to your compensation or benefits with the Companyactions released herein include, including but are not limited to, wagesthose based on allegations of wrongful discharge, salarybreach of contract, bonusespromissory estoppel, commissionsdefamation, vacation payinfliction of emotional distress, fringe benefitsand those alleging discrimination on the basis of race, expense reimbursementscolor, incentive paysex, severance payreligion, national origin, age, disability, or any other form of compensation; (iii) claims pursuant to any federalbasis, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees any claim or other claim arising action under Title VII of the federal Civil Rights Act of 1964, as amended; the federal Age Discrimination in Employment Act of 1967, the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990, the Equal Pay Act of 1963, the Civil Rights Act of 1991, the Employee Retirement Income Security Act of 1974, or any other federal, state, or local law, rule, ordinance, or regulation as presently enacted or adopted and as each may hereafter be amended; PROVIDED, HOWEVER, THAT THE EXECUTIVE DOES NOT WAIVE RIGHTS OR CLAIMS THAT MAY ARISE AFTER THE DATE OF THIS RELEASE, OR RIGHTS OR CLAIMS THAT ARISE EITHER BEFORE OR AFTER THE DATE OF THIS RELEASE OUT OF CLAIMS FOR BENEFITS UNDER ANY EMPLOYEE PENSION, WELFARE, OR BENEFIT PLAN OR PROGRAM OF THE COMPANY OR AS A RESULT OF THE COMPANY’S BREACH OF THE CHANGE IN CONTROL AGREEMENT. With respect to any claim that Executive might have under the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; and New York Labor Law, New York City Human Rights Law, and the New York Human Rights Law; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Company.:

Appears in 4 contracts

Samples: Change in Control Agreement (Heartland Bancshares Inc /In/), Change in Control Agreement (Heartland Bancshares Inc /In/), Change in Control Agreement (Heartland Bancshares Inc /In/)

Release of All Claims. Except as otherwise For and in consideration of the payment to ASSOCIATE of the Additional Benefits set forth in this Agreementparagraph 2 above, you which ASSOCIATE acknowledges constitutes good, sufficient and valuable consideration, over and above any consideration to which ASSOCIATE is otherwise entitled, ASSOCIATE hereby releaseirrevocably and unconditionally, acquit except as provided herein, agrees to waive and forever discharge release Tupperware and the Parent, the Company and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parent, subsidiaries, assigns, and affiliates other Released Parties (the “Released Party” or “Released Parties”), of and as defined below) from any and all claims, liabilities, demandsactions, causes of action, costsclaims and demands whatsoever, expenseswhether in law or in equity and whether currently known or unknown, attorneys’ feesarising from or related to any act, damagesomission, indemnitiesor thing occurring or existing at any time on or prior to the date of the execution of this Separation Agreement. This release of all claims includes, without limitation, all claims under Title VII of the Civil Rights Acts of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967 as amended (“ADEA”), the Americans with Disabilities Act (“ADA”), the Family and Medical Leave Act (“FMLA”), the Employee Retirement Income Security Act of 1974 (“ERISA”), the Worker Adjustment and Retraining Notification Act (“WARN Act”), the Equal Pay Act, the Fair, Labor Standards Act (“FLSA”), Executive Order 11246, the Vietnam Era Veterans Readjustment Assistance Act, the Fair Credit Reporting Act, the Occupational Safety and Health Act (“OSHA”), the Xxxxxxxx-Xxxxx Act of 2002 (“SOX”), the Florida Civil Rights Act (FCRA), the Florida Workers' Compensation Law Retaliation Act (FWCA), the Florida Minimum Wage Act, the Florida Constitution and any other federal or state employment laws in the United States, and obligations any other comparable laws or regulations in the country of every kind ASSOCIATE’s current or prior employment, as each may be amended from time to time and natureall other claims for employment discrimination, in lawharassment, equityretaliation or wrongful termination, all claims related to or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your ASSOCIATE'S employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the CompanyTupperware, including but not limited toany claims under the Tupperware Brands Corporation Severance Pay Plan, wagesall claims for compensation of any kind, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or and all claims under any other form of compensation; (iii) claims pursuant to any federal, state or local law, statuteregulation, or cause of action includingordinance, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees common law doctrine or other claim arising under the federal Civil Rights Act source of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; and New York Labor Law, New York City Human Rights Law, and the New York Human Rights Law; (iv) all tort claimslaw, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation any other country of public policy; and (v) ASSOCIATE’s current or prior employment. This release of all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including does not apply to claims arising out after the date of an Employment this Separation Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. Excluded from this Agreement are ASSOCIATE is not waiving any claims rights that he/she may have to: (a) his/her own vested accrued employee benefits under Tupperware’s health, welfare, or retirement benefit plans as of the Separation Date; (b) benefits and/or the right to seek benefits under applicable workers’ compensation and/or unemployment compensation statutes; (c) pursue claims which by law cannot be waived by signing this Separation Agreement; (d) enforce this Separation Agreement; and/or (e) challenge the validity of this Separation Agreement. Nothing in this Separation Agreement prohibits or prevents ASSOCIATE from filing a private agreement between an employer charge with or participating, testifying, or assisting in any investigation, hearing, whistleblower proceeding or other proceeding before any federal, state, or local government agency (e.g., EEOC, NLRB, SEC, etc.), nor does anything in this Separation Agreement preclude, prohibit, or otherwise limit, in any way, ASSOCIATE’S rights and employeeabilities to contact, communicate with, report matters to, or otherwise participate in any whistleblower program administered by any such agencies. ASSOCIATE confirms that he/she has not filed any legal proceeding(s) against any of the Released Parties, is the sole owner of the claims released herein, has not transferred any such claims to anyone else, and (b) arising out of rights under has the Indemnification Agreement attached hereto as Schedule 3. Moreover, full right to grant the releases and agreements in this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Separation Agreement. You do agree to waive your right to In the event of any further proceedings based upon any released matter, ASSOCIATE agrees that the Released Parties shall not have any further monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related obligation to your employment with and/or separation from the CompanyASSOCIATE.

Appears in 2 contracts

Samples: Separation Agreement (Tupperware Brands Corp), Separation Agreement (Tupperware Brands Corp)

Release of All Claims. Except The term “Releasee” or “Releasees” shall be construed as otherwise set forth in this Agreement, you hereby release, acquit broadly as possible and forever discharge the Parent, includes: the Company and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parentits divisions, subsidiaries, assignsparent companies, and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment companies under common control with the Company, joint venture members, successors and affiliates, and as to each of them, their former and current agents, stockholders, members, managers, directors, officers, employees, and all other persons acting by, through, under or the termination in concert with any of that employment; (ii) claims or demands related to your compensation or benefits with them. In exchange for the Company’s consideration, including but not limited toEmployee (for Employee and Employee’s heirs and assigns) fully releases and discharges the Releasees from all claims, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause actions and causes of action of any kind, known or unknown, which Employee may presently have or claim to have against any Releasee based on actions or omissions occurring on or before the date on which Employee signs this Agreement, including, but not limited to, all claims for discriminationarising out of or related to Employee’s employment with, harassmentand separation of employment from, retaliation, attorneys’ fees the Company; Employee’s stock ownership in the Company; contract claims; all wrongful discharge or other claim employment claims; all tort claims; all claims arising under the federal United States or any state’s constitution; all claims under Title VII of the Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990Equal Pay Act, as amended; the federal Age Discrimination in Employment Act of 1967(ADEA), as amended (the “ADEA”); the federal Older Workers Benefit Protection Act, Rehabilitation Act, Americans with Disabilities Act, Family and Medical Leave Act, as amended; the federal Fair Labor Standards Act, Fair Credit Reporting Act, Worker Adjustment Retraining and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974Sxxxxxxx-Xxxxx Act, as amended; Immigration Reform and New York Control Act, Occupational Safety and Health Act, National Labor LawRelations Act, New York City Human Rights LawColorado Wage Act, and the New York Human Rights LawColorado Anti-Discrimination Act; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other civil rights or employment laws or regulations (whether federal, state or local); any federal or state whistleblower laws or statutes; any claims based on Company policies or agreements, including severance policies or agreements to provide notice; any claims for incentive compensation or other benefits; any federal or state securities laws claims; and all claims to attorneys’ fees or costs. Employee agrees that while nothing in this Agreement limits Employee’s right to file a future charge with any federal, state, or local administrative governmental agency your behalf arising out of or related relating to your Employee’s employment with Company and/or separation participate in a future action relating to such employment, whether brought by an agency or by another on Employee’s behalf, Employee expressly waives by this Agreement the right to recover monetary damages and any other relief personal to Employee from the CompanyCompany if such charge or lawsuit is pursued.

Appears in 2 contracts

Samples: Development Assignment Agreement (Scotts Liquid Gold Inc), Confidential Separation Agreement (Scotts Liquid Gold Inc)

Release of All Claims. Except The term “Releasee” or “Releasees” shall be construed as otherwise set forth in this Agreementbroadly as possible and includes: the Company, you hereby releaseparent companies, acquit subsidiaries, divisions, successors, and forever discharge the Parentaffiliates, the Company and as to each of them, their affiliatesformer or current agents, joint venture members, stockholders, directors, officers, agents, administrators, servants, employees, attorneysand all other persons acting by, successorsthrough, parentunder or in concert with any of them. In exchange for the Company’s consideration, subsidiaries, assigns, Executive fully releases and affiliates (discharges the “Released Party” or “Released Parties”), of and Releasees from any and all claims, liabilities, demands, actions and causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations action of every kind and nature, in law, equity, or otherwiseany kind, known and or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of which Executive may presently have or in claim to have against any way related to agreements, events, acts, omissions, Releasee based on acts or conduct at any time prior to and including omissions occurring on or before the date you sign on which Executive signs this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action Agreement including, but not limited to, all contract claims; all wrongful discharge or employment claims; all tort claims; all claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal United States or any state’s constitution; all claims under Title VII of the Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990Equal Pay Act, as amended; the federal Age Discrimination in Employment Act of 1967Act, as amended (the “ADEA”); the federal Older Workers Benefit Protection Act, Rehabilitation Act, Americans with Disabilities Act, Family and Medical Leave Act, as amended; the federal Fair Labor Standards Act, Fair Credit Reporting Act, Worker Adjustment Retraining and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974Sxxxxxxx-Xxxxx Act, as amended; Immigration Reform and New York Control Act, Occupational Safety and Health Act, National Labor LawRelations Act, New York City Human Rights LawColorado Wage Payment Act, and the New York Human Rights LawColorado Anti-Discrimination Act; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other civil rights or employment laws or regulations (whether federal, state or local administrative agency your behalf arising out of local); any federal or related state whistleblower laws or statutes; any claims based on Company policies or agreements, including severance policies or agreements to your employment with and/or separation from the Companyprovide notice; any claims for short-term or long-term incentive compensation or other benefits; and all claims to attorneys’ fees or costs.

Appears in 2 contracts

Samples: Employment Agreement (Scotts Liquid Gold Inc), Employment Agreement (Scotts Liquid Gold Inc)

Release of All Claims. Except The term “Releasee” or “Releasees” shall be construed as otherwise set forth in this Agreement, you hereby release, acquit broadly as possible and forever discharge the Parent, includes: the Company and each of the Company’s divisions, subsidiaries, owner companies, successors and affiliates, and their affiliatesformer or current agents, joint venture members, stockholders, directors, officers, agents, administrators, servants, employees, attorneysand all other persons acting by, successorsthrough, parentunder or in concert with any of them. In exchange for the Company’s consideration, subsidiaries, assigns, Employee fully releases and affiliates (discharges the “Released Party” or “Released Parties”), of and Releasees from any and all claims, liabilities, demands, actions and causes of actionaction of any kind, costsknown or unknown, expenseswhich Employee may presently have or claim to have against any Releasee including, but not limited to, all contract claims; all wrongful discharge or employment claims; all tort claims; all claims arising under the United States or any state constitution; all claims arising under any civil rights or employment laws or regulations (whether federal, state or local); any federal or state whistleblower laws or statutes; any claims based on Company policies or agreements, including severance policies or agreements to provide notice; and any claims to attorneys’ feesfees or costs. Without limiting the foregoing, damages, indemnities, the waiver and obligations release of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release claims includes, but is not limited to: (i) , all claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Equal Pay Act, Age Discrimination in Employment Act (ADEA), Older Workers Benefit Protection Act (OWBPA), Rehabilitation Act, Americans with Disabilities Act, Title VII of the Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family and Medical Leave Act, as amended; the federal Fair Labor Standards Act, Fair Credit Reporting Act, Worker Adjustment Retraining and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974Xxxxxxxx-Xxxxx Act, as amended; Immigration Reform and New York Labor LawControl Act, New York City Human Rights LawOccupational Safety and Health Act, and the New York Human Rights Law; (iv) all tort claimsNational Labor Relations Act. Notwithstanding the foregoing, including without limitation, Employee does not waive or release workers’ compensation claims or claims for fraudunemployment benefits. Employee agrees that while nothing in this Agreement shall limit Employee’s right to file a future charge with any federal, defamationstate, emotional distressor local governmental agency relating to Employee’s employment with Company and/or participate in a future action relating to such employment, whether brought by an agency or by another on Employee’s behalf, Employee expressly waives by this Agreement the right to recover monetary damages and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment any other relief from Company personal to Employee if such charge or lawsuit is pursued. By entering into this Agreement, sales commission plan Employee is not waiving any rights or incentive compensation plan applicable to your employment with claims that may arise after the Company. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Companytermination date.

Appears in 2 contracts

Samples: Confidential Separation Agreement (DCP Midstream, LP), Confidential Separation Agreement (DCP Midstream, LP)

Release of All Claims. Except The term “Releasee” or “Releasees” shall be construed as otherwise set forth in this Agreement, you hereby release, acquit broadly as possible and forever discharge the Parent, includes: the Company and each of the Company’s divisions, subsidiaries, owner companies, successors and affiliates, and their affiliatesformer or current agents, joint venture members, stockholders, directors, officers, agents, administrators, servants, employees, attorneysand all other persons acting by, successorsthrough, parentunder or in concert with any of them. In exchange for the Company’s consideration, subsidiaries, assigns, Employee fully releases and affiliates (discharges the “Released Party” or “Released Parties”), of and Releasees from any and all claims, liabilities, demands, actions and causes of actionaction of any kind, costsknown or unknown, expenseswhich Employee may presently have or claim to have against any Releasee including, but not limited to, all contract claims; all wrongful discharge or employment claims; all tort claims; all claims arising under the United States or any state constitution; all claims arising under any civil rights or employment laws or regulations (whether federal, state or local); any federal or state whistleblower laws or statutes; any claims based on Company policies or agreements, including severance policies or agreements to provide notice; and any claims to attorneys’ feesfees or costs. Without limiting the foregoing, damages, indemnities, the waiver and obligations release of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release claims includes, but is not limited to: (i) , all claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Equal Pay Act, Employee Retirement Income Security Act, Age Discrimination in Employment Act (ADEA), Older Workers Benefit Protection Act (OWBPA), Rehabilitation Act, Americans with Disabilities Act, Title VII of the Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family and Medical Leave Act, as amended; the federal Fair Labor Standards Act, Fair Credit Reporting Act, Worker Adjustment Retraining and Retraining Notification Act, as amended; Xxxxxxxx-Xxxxx Act, Immigration Reform and Control Act, Occupational Safety and Health Act, the Employee Retirement Income Security Act of 1974, as amended; and New York National Labor Law, New York City Human Rights LawRelations Act, and the New York Human Rights Law; Colorado Wage Payment Act (iv) all tort claimsand any other state wage payment law). Notwithstanding the foregoing, including without limitation, Employee does not waive or release workers’ compensation claims or claims for fraudunemployment benefits. Employee agrees that while nothing in this Agreement shall limit Employee’s right to file a future charge with any federal, defamationstate, emotional distressor local governmental agency relating to Employee’s employment with Company and/or participate in a future action relating to such employment, whether brought by an agency or by another on Employee’s behalf, Employee expressly waives by this Agreement the right to recover monetary damages and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment any other relief from Company personal to Employee if such charge or lawsuit is pursued. By entering into this Agreement, sales commission plan Employee is not waiving any rights or incentive compensation plan applicable to your employment with claims that may arise after the Company. Excluded from date on which Employee executes this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Company.

Appears in 2 contracts

Samples: Confidential Separation Agreement (DCP Midstream, LP), Confidential Separation Agreement (DCP Midstream, LP)

Release of All Claims. Except as otherwise set forth in this Agreement, you Executive hereby releasereleases, acquit acquits and forever discharge the Parent, discharges the Company and their its affiliates, and their officers, directors, agents, administrators, servants, employees, attorneys, successorsshareholders, parentsuccessors and assigns (collectively, subsidiaries, assigns, and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, indemnities (except those indemnification rights excluded below) and obligations of every kind and nature, in law, equity, equity or otherwise, known and or unknown, suspected and or unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, acts or conduct at any time prior to and including the date you sign on which Executive executes this Agreement. This general release includes, including but is not limited to: (i) all such claims and demands directly or indirectly arising out of or in any way connected with your Executive’s employment with the Company, Company or the termination of that employment; (ii) claims or demands related to your compensation salary, incentive payments, commissions, stock, stock options, or benefits with any other ownership interests in the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, statute or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Age Discrimination in Employment Act, the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”)tort law; the federal Family Medical Leave Act, as amendedcontract law; the federal Worker Adjustment and Retraining Notification Act, as amendedwrongful discharge; the Employee Retirement Income Security Act of 1974, as amendeddiscrimination; and New York Labor Law, New York City Human Rights Law, and the New York Human Rights Lawharassment; (iv) all tort claims, including without limitation, claims for fraud, ; defamation, ; emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of implied good faith and fair dealing. EXECUTIVE HEREBY ACKNOWLEDGES AND AGREES THAT THIS RELEASE IS A GENERAL RELEASE AND THAT BY SIGNING THIS AGREEMENT, EXECUTIVE IS SIGNING THIS RELEASE. Nothing in this Agreement shall be construed to prohibit Executive from commencing, instituting, participating, providing truthful information, or otherwise assisting in any investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Securities and Exchange Commission or any other government agency; provided, however, that by signing this Agreement, Executive agrees to waive and release any right Executive may have to recover monetary relief or compensation from the Released Parties in connection with any such proceeding or investigation. For the avoidance of doubt, nothing herein prevents Executive from receiving any whistleblower or similar award. Further, this release shall not be deemed to affect a release of any claim that may not be released by law, including claims arising out rights to unemployment or workers compensation, and rights to vested benefits governed by ERISA, nor shall it be deemed to affect a release of an Employment Agreement, sales commission plan or incentive compensation plan applicable any right to your employment with enforce the Company. Excluded from terms of this Agreement are or any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights Executive may have to indemnification under the Indemnification Agreement (attached hereto as Schedule 3Exhibit B), the Company’s By-Laws or applicable law. Moreover, this Release does Executive represents and warrants that Executive has not prohibit you from engaging previously filed or joined in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Companyreleased herein.

Appears in 2 contracts

Samples: Separation Agreement and General Release (Comscore, Inc.), Separation Agreement and General Release (Comscore, Inc.)

Release of All Claims. Except as otherwise set forth in this Agreement, you hereby release, acquit and forever discharge the Parent, the Company and their affiliatesits owners, officers, agents, administrators, servantsdirectors, employees, attorneysagents, successorsindependent contractors, members, executors, partners, joint venturers, administrators, parent, subsidiaries, assigns, associates, affiliates, and affiliates attorneys, as well as all persons or companies acting by, under, through or in concert with any of them (the “Released Party” or “"Released Parties"), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys' fees, damages, indemnities, indemnities and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, acts or conduct at any time prior to and including the execution date you sign of this Agreement. This general release includes, including but is not limited to: (i) all such claims and demands directly or indirectly arising out of or in any way connected with your your• employment with the Company, Company or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation payvacation, fringe benefits, expense reimbursements, incentive pay, severance separation pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; the federal Family and New York Medical Leave Act, as amended (the "FMLA"); the federal Age Discrimination in Employment Act; the federal Older Workers Benefit Protection Act; the Xxxxx Xxxxxxxxx Fair Pay Act; the California Fair Employment and Housing Act, as amended; the California Family Rights Act, as amended; the California Fair Pay Act; the California Labor Law, New York City Human Rights Law, and the New York Human Rights LawCode; (iv) all tort claims, including without limitation, claims for law; contract law; wrongful discharge; discrimination; harassment; fraud, ; defamation, ; emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this This Release does not prohibit you from engaging participating in the activities protected pursuant to Section 6.15 of the an Equal Employment AgreementOpportunity Commission ("EEOC") or other federal, state or local administrative agency investigation or proceeding. You do However, you agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, EEOC or any other federal, state or local administrative agency on your behalf arising out of or related to your employment with and/or separation from the Company. In addition, this Release shall not be construed in any way to waive any rights or benefits that may not be waived pursuant to applicable law.

Appears in 1 contract

Samples: Envision Solar International, Inc.

Release of All Claims. Except as otherwise set forth in this Agreement, you Executive hereby releasereleases, acquit acquits and forever discharge the Parent, discharges the Company and their its affiliates, and their officers, directors, agents, administrators, servants, employees, attorneys, successorsshareholders, parentsuccessors and assigns (collectively, subsidiaries, assigns, and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, indemnities (except those indemnification rights excluded below) and obligations of every kind and nature, in law, equity, equity or otherwise, known and or unknown, suspected and or unsuspected, disclosed and undisclosed, arising out of or in any way related to any and all agreements, events, acts, omissions, acts or conduct executed or occurring at any time prior to and including the date you sign on which Executive executes this Agreement. This general release includes, including but is not limited to: (i) all such claims and demands directly or indirectly arising out of or in any way connected with your Executive’s employment with the Company, Company or the termination of that employment; (ii) claims or demands related to your compensation salary, incentive payments, commissions, stock, stock options, or benefits with any other ownership interests in the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, statute or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act, as amended (the “ADEA”); the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”)tort law; the federal Family Medical Leave Act, as amendedcontract law; the federal Worker Adjustment and Retraining Notification Act, as amendedwrongful discharge; the Employee Retirement Income Security Act of 1974, as amendeddiscrimination; and New York Labor Law, New York City Human Rights Law, and the New York Human Rights Lawharassment; (iv) all tort claims, including without limitation, claims for fraud, ; defamation, ; emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of implied good faith and fair dealing. EXECUTIVE HEREBY ACKNOWLEDGES AND AGREES THAT THIS RELEASE IS A GENERAL RELEASE AND THAT BY SIGNING THIS AGREEMENT, EXECUTIVE IS EXPRESSLY WAIVING ALL RIGHTS FOR ALL KNOWN AND UNKNOWN CLAIMS. Nothing in this Agreement shall be construed to prohibit Executive from commencing, instituting, participating, providing truthful information, or otherwise assisting in any investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Securities and Exchange Commission or any other government agency; provided, however, that by signing this Agreement, Executive agrees to waive and release any right Executive may have to recover monetary relief or compensation from the Released Parties in connection with any such proceeding or investigation. For the avoidance of doubt, nothing herein prevents Executive from receiving any whistleblower or similar award. Further, this release shall not be deemed to affect a release of any claim that may not be released by law, including claims arising out rights to unemployment or workers compensation, and rights to vested benefits governed by ERISA, nor shall it be deemed to affect a release of an Employment Agreement, sales commission plan or incentive compensation plan applicable any right to your employment with enforce the Company. Excluded from terms of this Agreement are or any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights Executive may have to indemnification under the Indemnification Agreement (attached hereto as Schedule 3Exhibit B), the Company’s By-Laws or applicable law. Moreover, Executive understands that this Release Agreement: (i) does not prohibit you preclude him from engaging challenging the validity of this Agreement, including the waiver and release provisions, under the ADEA; and (ii) does not waive any rights or claims which first arise after the Signature Date. Executive represents and warrants that Executive has not previously filed or joined in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Companyreleased herein.

Appears in 1 contract

Samples: Separation and General Release Agreement (Comscore, Inc.)

Release of All Claims. Except as otherwise set forth in In exchange for the monies and benefits given to you under this Agreement, you hereby releasegive up the right to bring any claims whatsoever against the Company, acquit and forever discharge the Parent, the Company and their affiliates, its officers, agents, administrators, servants, employees, representatives, agents and attorneys, successors, parent, subsidiaries, Affiliates and their respective successors and assigns, heirs, executors, and affiliates administrators (the “Released Party” Parties”) that relate to your job, termination from your job or the severance and other benefits paid to you under this Agreement. You understand and agree that the Company requested that you review this Severance Pay Agreement and Release of All Claims with an attorney. The claims that you are giving up include, but are not limited to, claims under the Age Discrimination in Employment Act, as amended (Released PartiesADEA”), Title VII of the Civil Rights Act of 1964, as amended (“Title VII”), the Civil Rights Act of 1966, as amended, the Civil Rights Act of 1991, the Americans with Disabilities Act (“ADA”), the Equal Pay Act, as amended, the Family and from Medical Leave Act, the National Labor Relations Act, as amended, the Fair Labor Standards Act, as amended, the Worker Adjustment and Retraining Notification (“WARN”) Act, the Employee Retirement Income Security Act (“ERISA”), as amended, any and all claims, liabilities, demands, causes State Workers Compensation claims of action, costs, expenses, attorneys’ fees, damages, indemnitieswhich the Company was not notified and that were not filed prior to your Termination Date, and obligations of every kind all other federal, state or local laws regarding rights or claims relating to employment and nature, in common law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wagesany claim for breach of an oral, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, implied or any other form written employment contract; negligent or intentional misrepresentations; wrongful discharge; defamation; negligent or intentional infliction of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; and New York Labor Law, New York City Human Rights Law, and the New York Human Rights Law; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in ; and/or violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment . By signing this Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree have agreed to waive your right to monetary or other recovery should file any claim be pursued with the EEOCany Commission, state agency, Board or any other federal, state or local administrative agency your behalf arising out of or related Department relating to your employment with and/or job or your separation from the CompanyCompany or this Agreement.

Appears in 1 contract

Samples: Severance Pay Agreement and Release (Juniper Bond Holdings IV LLC)

Release of All Claims. Except as otherwise set forth in this Agreement, you Executive hereby releasereleases, acquit acquits and forever discharge discharges the ParentCompany, the Company TriNet HR Corporation and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parent, subsidiaries, assigns, and affiliates (the each, a “Released Party” or and collectively, the “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign Executive signs this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your Executive’s employment with the Company, or the termination of that employment; (ii) claims or demands related to your Executive’s compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state state, local or local foreign law, statute, regulation or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; and New York Labor Law, Fair Employment Practices Law (N.Y. Exec. Law §§ 296 et seq.); New York City Human Rights Law, and the Equal Pay Law (N.Y. Lab. Law § 194); New York Human Rights LawWARN Law (N.Y. Lab. Law §§ 860 et seq.), as amended; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an employment agreement, including the Employment Agreement, sales commission plan or incentive compensation plan applicable to your Executive’s employment with the Company. To the extent permitted by law, Executive also promises never directly or indirectly to bring or participate in an action against any Released Party, including without limitation under any unfair competition law of any jurisdiction. Xxxxxxx X. Xxxxxx XX January 5, 2016 Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you Executive from engaging filing a charge with the Equal Employment Opportunity Commission (the “EEOC”) or equivalent state agency in the activities protected pursuant to Section 6.15 of the Employment AgreementExecutive’s state or participating in an EEOC or state agency investigation. You do agree Executive agrees to waive your his right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your on Executive’s behalf arising out of or related to your Executive’s employment with and/or separation from the Company.

Appears in 1 contract

Samples: Separation Agreement (Siga Technologies Inc)

Release of All Claims. Except The term "Releasee" or "Releasees" shall be construed as otherwise set forth in this Agreement, you hereby release, acquit broadly as possible and forever discharge the Parent, includes: the Company and each of the Company's divisions, subsidiaries, successors and affiliates, and their affiliatesformer or current agents, joint venture members, stockholders, directors, officers, agents, administrators, servants, employees, attorneysand all other persons acting by, successorsthrough, parentunder or in concert with any of them. In exchange for the Company's consideration, subsidiaries, assigns, Employee fully releases and affiliates (discharges the “Released Party” or “Released Parties”), of and Releasees from any and all claims, liabilities, demands, actions and causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations action of every kind and nature, in law, equity, or otherwiseany kind, known and or unknown, suspected and unsuspectedwhich Employee may presently have or claim to have against any Releasee including, disclosed and undisclosedbut not limited to, all contract claims; all wrongful discharge or employment claims; all tort claims; all claims arising out of under the United States or in any way related to state constitution; all claims arising under any civil rights or employment laws or regulations (whether federal, state or local); any federal or state whistleblower laws or statutes; any claims based on Company policies or agreements, eventsincluding severance policies or agreements to provide notice; and any claims to attorneys' fees or costs. Without limiting the foregoing, acts, omissions, or conduct at any time prior to the waiver and including the date you sign this Agreement. This general release of claims includes, but is not limited to: (i) , all claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Equal Pay Act, Employee Retirement Income Security Act, Age Discrimination in Employment Act (ADEA), Older Workers Benefit Protection Act (OWBPA), Rehabilitation Act, Americans with Disabilities Act, Title VII of the Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family and Medical Leave Act, as amended; the federal Fair Labor Standards Act, Fair Credit Reporting Act, Worker Adjustment Retraining and Retraining Notification Act, as amended; Xxxxxxxx-Xxxxx Act, Immigration Reform and Control Act, Occupational Safety and Health Act, the Employee Retirement Income Security Act of 1974, as amended; and New York National Labor Law, New York City Human Rights LawRelations Act, and the New York Human Rights Law; Colorado Wage Payment Act (iv) all tort claimsand any other state wage payment law). Notwithstanding the foregoing, including without limitation, Employee does not waive or release workers' compensation claims or claims for fraudunemployment benefits. Employee agrees that while nothing in this Agreement shall limit Employee's right to file a future charge with any federal, defamationstate, emotional distressor local governmental agency relating to Employee's employment with Company and/or participate in a future action relating to such employment, whether brought by an agency or by another on Employee's behalf, Employee expressly waives by this Agreement the right to recover monetary damages and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment any other relief from Company personal to Employee if such charge or lawsuit is pursued. By entering into this Agreement, sales commission plan Employee is not waiving any rights or incentive compensation plan applicable to your employment with claims that may arise after the Company. Excluded from date on which Employee executes this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Company.

Appears in 1 contract

Samples: Confidential Separation Agreement, Waiver and Release (DCP Midstream, LP)

Release of All Claims. Except as otherwise set forth in this Agreement, you Executive hereby releasereleases, acquit acquits and forever discharge the Parent, discharges the Company and their its affiliates, and their officers, directors, agents, administrators, servants, employees, attorneys, successorsshareholders, parentsuccessors and assigns (collectively, subsidiaries, assigns, and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, indemnities (except those indemnification rights excluded below) and obligations of every kind and nature, in law, equity, equity or otherwise, known and or unknown, suspected and or unsuspected, disclosed and undisclosed, arising out of or in any way related to any and all agreements, events, acts, omissions, acts or conduct executed or occurring at any time prior to and including the date you sign on which Executive executes this Agreement. This general release includes, including but is not limited to: (i) all such claims and demands directly or indirectly arising out of or in any way connected with your Executive’s employment with the Company, Company or the termination of that employment; (ii) claims or demands related to your compensation salary, incentive payments, commissions, stock, stock options, or benefits with any other ownership interests in the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensationcompensation (including under the Severance Agreement); (iii) claims pursuant to any federal, state or local law, statute, statute or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act, as amended (the “ADEA”); the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”)tort law; the federal Family Medical Leave Act, as amendedcontract law; the federal Worker Adjustment and Retraining Notification Act, as amendedwrongful discharge; the Employee Retirement Income Security Act of 1974, as amendeddiscrimination; and New York Labor Law, New York City Human Rights Law, and the New York Human Rights Lawharassment; (iv) all tort claims, including without limitation, claims for fraud, ; defamation, ; emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of implied good faith and fair dealing. EXECUTIVE HEREBY ACKNOWLEDGES AND AGREES THAT THIS RELEASE IS A GENERAL RELEASE AND THAT BY SIGNING THIS AGREEMENT, EXECUTIVE IS EXPRESSLY WAIVING ALL RIGHTS FOR ALL KNOWN AND UNKNOWN CLAIMS. Nothing in this Agreement shall be construed to prohibit Executive from commencing, instituting, participating, providing truthful information, or otherwise assisting in any investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Securities and Exchange Commission or any other government agency; provided, however, that by signing this Agreement, Executive agrees to waive and release any right Executive may have to recover monetary relief or compensation from the Released Parties in connection with any such proceeding or investigation. For the avoidance of doubt, nothing herein prevents Executive from receiving any whistleblower or similar award. Further, this release shall not be deemed to affect a release of any claim that may not be released by law, including claims arising out rights to unemployment or workers compensation, and rights to vested benefits governed by ERISA, nor shall it be deemed to affect a release of an Employment Agreement, sales commission plan or incentive compensation plan applicable any right to your employment with enforce the Company. Excluded from terms of this Agreement are or any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights Executive may have to indemnification under the Indemnification Agreement (attached hereto as Schedule 3Exhibit B), the Company’s By-Laws or applicable law. Moreover, Executive understands that this Release Agreement: (i) does not prohibit you preclude him from engaging challenging the validity of this Agreement, including the waiver and release provisions, under the ADEA; and (ii) does not waive any rights or claims which first arise after the Signature Date. Executive represents and warrants that Executive has not previously filed or joined in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Companyreleased herein.

Appears in 1 contract

Samples: Separation and General Release Agreement (Comscore, Inc.)

Release of All Claims. Except with respect to the obligations herein or as otherwise set forth provided in this Agreement, in exchange for the benefits described above, you hereby release, acquit and forever discharge the ParentCompany, the Company TriNet HR Corporation and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parent, subsidiaries, assigns, assigns and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys' fees, damages, indemnities, indemnities and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the "ADEA"); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; and New York Labor Lawthe California Fair Employment and Housing Act and California Government Code §§ 12900, New York City Human Rights Law, and the amended; New York Human Rights LawLaw (N.Y. Exec., §290 et seq. New York Equal Pay Law (N.Y. Lab., §194); New York WARN Act (N.Y. Lab., §860, et seq. (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. To the extent permitted by law, you also promise never directly or indirectly to bring or participate in an action against any Released Party under California Business & Professions Code Section 17200 or any unfair competition law of any jurisdiction. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging filing a charge with the Equal Employment Opportunity Commission (the "EEOC") or equivalent state agency in the activities protected pursuant to Section 6.15 of the Employment Agreementyour state or participating in an EEOC or state agency investigation. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Company.

Appears in 1 contract

Samples: Salon Media Group Inc

Release of All Claims. Except as otherwise set forth in this Agreement, you hereby release, acquit and forever discharge the ParentCompany, TriNet HR Corporation and the Company Company’s and their TriNet HR Corporation’s affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parentparents, subsidiaries, assigns, and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family and Medical Leave Act, as amendedamended (“FMLA”); the federal Worker Adjustment and Retraining Notification Act, as amendedamended (“WARN”); the Employee Retirement Income Security Act of 1974, as amendedamended (“ERISA”); [Massachusetts Fair Employment Practices Law (Mass. Gen. Laws ch. 151B, §1 et seq.); Massachusetts Sexual Harassment Law (Mass. Gen. Laws ch. 214, §1C); Massachusetts Equal Pay Law (Mass. Gen. Laws ch. 149, §105A – C); Massachusetts Age Discrimination Law (Mass. Gen. Laws ch. 149, §24A et seq.);Massachusetts Family and New York Labor LawMedical Leave Law (Mass. Gen. Laws ch. 149, New York City Human Rights Law§52D); Massachusetts WARN Laws (Mass. Gen. Laws ch. 149, and the §182; Mass. Gen. Laws ch. 151A, §71A-G)] [New York Human Rights LawLaw (N.Y. Exec., §290 et seq.); New York Equal Pay Law (N.Y. Lab., §194); New York WARN Act (N.Y. Lab., §860, et seq.); New York Military Spousal Leave Law (N.Y. Lab., §202-i); Connecticut Fair Employment Practices Act (Conn. Gen. Stat. §46a-51 et seq.); Connecticut Equal Pay Laws (Conn. Gen. Stat. §§ 31-75 and 31-76); Connecticut Family and Medical Leave Law (Conn. Gen. Stat. §31-51kk et seq.); Connecticut WARN Law (Conn. Gen. Stat. §31-51n-o)] [Connecticut Fair Employment Practices Act (Conn. Gen. Stat. §46a-51 et seq.); Connecticut Equal Pay Laws (Conn. Gen. Stat. §§ 31-75 and 31-76); Connecticut Family and Medical Leave Law (Conn. Gen. Stat. §31-51kk et seq.); Connecticut WARN Law (Conn. Gen. Stat. §31-51n-o)]; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreementemployment agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. To the extent permitted by law, you also promise never directly or indirectly to bring or participate in an action against any Released Party under California Business & Professions Code Section 17200 or any unfair competition law of any jurisdiction. 0 Xxxxxxx Xxxxx, 0xx Xxxxx Xxxxxxxx, XX, 00000 Telephone: 000-000-0000 Website: xxx.XxxxxxxxxxXxxx.xxx Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging filing a charge with the Equal Employment Opportunity Commission (the “EEOC”) or equivalent state agency in the activities protected pursuant to Section 6.15 of the Employment Agreementyour state or participating in an EEOC or state agency investigation. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency on your behalf arising out of or related to your employment with and/or separation from the Company.

Appears in 1 contract

Samples: Personal and Confidential (Lincoln Benefit Life Co)

Release of All Claims. Except as otherwise set forth in this Agreement, you hereby release, acquit and forever discharge the Parent, the Company and their affiliatesits owners, officers, agents, administrators, servantsdirectors, employees, attorneysagents, successorsindependent contractors, members, executors, partners, joint venturers, administrators, parent, subsidiaries, assigns, associates, affiliates, and affiliates attorneys, as well as all persons or companies acting by, under, through or in concert with any of them (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys' fees, damages, indemnities, indemnities and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, acts or conduct at any time prior to and including the execution date you sign of this Agreement. This general release includes, including but is not limited to: (i) all such claims and demands directly or indirectly arising out of or in any way connected with your employment with the Company, Company or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation payvacation, fringe benefits, expense reimbursements, incentive pay, severance separation pay, or any other form of compensationcompensation that you claim are due and the Company disputes; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; the federal Family and New York Labor LawMedical Leave Act, New York City Human as amended (the “FMLA”); the federal Age Discrimination in Employment Act; the federal Older Workers Benefit Protection Act; the Lxxxx Xxxxxxxxx Fair Pay Act; the California Fair Employment and Housing Act, as amended; the California Family Rights LawAct, and the New York Human Rights Lawas amended; (iv) all tort claims, including without limitation, claims for law; contract law; wrongful discharge; discrimination; harassment; fraud, ; defamation, ; emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this This Release does not prohibit you from engaging participating in the activities protected pursuant to Section 6.15 of the an Equal Employment AgreementOpportunity Commission (“EEOC”) or a federal, state or local administrative agency investigation or proceeding. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, EEOC or any other federal, state or local administrative agency on your behalf arising out of or related to your employment with and/or separation from the Company. In addition, this Release shall not be construed in any way to waive any rights or benefits that may not be waived pursuant to applicable law.

Appears in 1 contract

Samples: Arcadia Biosciences, Inc.

Release of All Claims. Except as otherwise set forth in this Agreement, you hereby release, acquit and forever discharge the Parent, the Company and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parent, subsidiaries, assigns, and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; and New York Labor Law, New York City Human Rights Law, and the New York Human Rights Law; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and Exhibit C 3 discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Company.

Appears in 1 contract

Samples: Employment Agreement (Katapult Holdings, Inc.)

Release of All Claims. Except as otherwise set forth in this Agreement, you in exchange for good and valuable consideration described in this Agreement, including in section 3 above, Executive, on behalf of Executive and Executive’s executors, administrators, successors and assigns (collectively, the “Releasors”) hereby releasereleases, acquit waives, acquits and forever discharge the Parent, discharges the Company and their affiliateseach of its employees, officers, directors, shareholders, agents, administratorspredecessors and successors in interest, servantsparents, employeessubsidiaries, affiliates, attorneys, successors, parent, subsidiaries, and assigns, and affiliates (the Released Party” or “Released PartiesCompany- Affiliates), ) of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign Executive signs this AgreementAgreement (collectively “Claims”). This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your Executive’s employment with the Company, the reduction of his job duties or the termination of that employment; (ii) claims or demands related to your Executive’s compensation or benefits with the Company, including but not limited to, any disputed wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the Fair Credit Reporting Act, the Genetic Information Nondiscrimination Act, the Immigration Reform and Control Act the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; California Fair Employment and New York Housing Act (Cal. Gov’t Code §12900 et seq.); California Family Rights Act (Cal. Gov. Code §12945.2); California Spousal Military Leave Law (Cal. Mil. & Vet. Code §395.10); California WARN Act (Cal. Lab. Code §1400 et seq.); the California Labor LawCode, New York City Human Rights Law, and the New York Human Rights LawCalifornia Private Attorney General Act; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an the Employment Agreement, a sales commission plan or incentive compensation plan applicable to your Executive’s employment with the Company. To the extent permitted by law, Executive also promises never, directly or indirectly, to bring or participate in an action against the Company or Company- Affiliates under California Business & Professions Code Section 17200 or any unfair competition law of any jurisdiction. Excluded from this Agreement are any claims (a) claims, which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out . This release does not extend to claims for unemployment or workers’ compensation benefits or waive the Executive’s right to file an application for an award for original information submitted pursuant to Section 21F of rights under the Indemnification Agreement attached hereto as Schedule 3Securities Exchange Act of 1934. Moreover, this Release does not prohibit you Executive from engaging filing a charge with the Equal Employment Opportunity Commission (the “EEOC”) or the Department of Fair Employment and Housing or participating in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree an EEOC or state agency investigation; however, Executive agrees to waive your his right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your on his behalf which are released herein, arising out of or related to your his employment with and/or separation from the Company.

Appears in 1 contract

Samples: Transition Agreement (8x8 Inc /De/)

Release of All Claims. Except as otherwise set forth In consideration of the severance benefits described in this Agreementparagraph 2(a)-(d) above, you Employee hereby release, acquit releases and forever discharge discharges the Parent, the Company and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parent, subsidiaries, assigns, and affiliates Released Parties (the “Released Party” or “Released Parties”), of and defined below) from any and all claims, liabilitiescontracts, demands, causes of action, costs, expenses, judgments and expenses (including attorneys’ feesfees and costs of any kind), damageswhether known or unknown, indemnities, and obligations of every kind and nature, in law, equitywhich Employee has or may have against the Released Parties, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosedany of them, arising out of or in based on any way related to agreementstransaction, eventsoccurrence, actsmatter, omissionsevent, cause or conduct at any time thing whatsoever which has occurred prior to and including or on the date you sign Employee executes this Agreement. “Released Parties” includes Adient and Affiliated Entities (defined below), their predecessors and successors (including, but not limited to, Xxxxxxx Controls International plc, Xxxxxxx Controls, Inc. and all of their affiliated entities), and all of Adient’s and the other foregoing entities’ past, present and future officers, directors, agents, employees, shareholders, members, managers, partners, joint ventures, attorneys, executors, employee benefit plans, insurers, assigns and other representatives of any kind. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); , Title VII of the federal Family Medical Leave ActCivil Rights Act of 1964, as amended; the federal Americans With Disabilities Act of 1990, the Civil Rights Act of 1991, the Worker Adjustment and Retraining Notification Act, as amended; the National Labor Relations Act, the Occupational Safety and Health Act, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, as amendedthe Family and Medical Leave Act of 1993, the Xxxxxxx-Xxxxxx Civil Rights Act, state family and/or medical leave laws, state fair employment laws, state and federal wage and hour laws, wage payment laws, any amendments to the foregoing laws, and/or any other law (including without limitation federal, state, local or foreign law, statute, common law, code, ordinance, rule or regulation); and New York Labor Law(ii) claims based on breach of contract (express or implied), New York City Human Rights Lawtort, and the New York Human Rights Lawpersonal injury, misrepresentation, discrimination, failure to accommodate, retaliation, harassment, defamation, invasion of privacy or wrongful discharge; (iii) claims for bonuses, payments or benefits under any of Adient’s or any Affiliated Entity’s bonus, severance or incentive plans or fringe benefit programs or policies; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policyunder the Adient plc 2016 Omnibus Plan or any award agreements; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including any other claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your connected with Employee’s employment with the Company. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out or separation of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Company.from

Appears in 1 contract

Samples: Claims Agreement (Adient PLC)

Release of All Claims. Except For and in consideration of the payments and benefits payable under the Separation Agreement, which, absent this Reaffirmation, Executive acknowledges and agrees that she otherwise would not be entitled to receive, and except as otherwise set forth in this AgreementReaffirmation, you Executive hereby releasereleases, acquit acquits and forever discharge the Parent, discharges the Company and their its affiliates, and their officers, directors, agents, administrators, servants, employees, attorneys, successorsshareholders, parentsuccessors and assigns (collectively, subsidiaries, assigns, and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, indemnities (except those indemnification rights excluded below) and obligations of every kind and nature, in law, equity, equity or otherwise, known and or unknown, suspected and or unsuspected, disclosed and undisclosed, arising out of or in any way related to any and all agreements, events, acts, omissions, acts or conduct executed or occurring at any time prior to and including the date you sign on which Executive executes this Agreement. This general release includes, including but is not limited to: (i) all such claims and demands directly or indirectly arising out of or in any way connected with your Executive’s employment with the Company, Company or the termination of that employment; (ii) claims or demands related to your compensation salary, incentive payments, commissions, stock, stock options, or benefits with any other ownership interests in the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, statute or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”)tort law; the federal Family Medical Leave Act, as amendedcontract law; the federal Worker Adjustment and Retraining Notification Act, as amendedwrongful discharge; the Employee Retirement Income Security Act of 1974, as amendeddiscrimination; and New York Labor Law, New York City Human Rights Law, and the New York Human Rights Lawharassment; (iv) all tort claims, including without limitation, claims for fraud, ; defamation, ; emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of implied good faith and fair dealing. EXECUTIVE HEREBY ACKNOWLEDGES AND AGREES THAT THIS RELEASE IS A GENERAL RELEASE AND THAT BY SIGNING THIS AGREEMENT, EXECUTIVE IS SIGNING THIS RELEASE. Nothing in this Agreement shall be construed to prohibit Executive from commencing, instituting, participating, providing truthful information, or otherwise assisting in any investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Securities and Exchange Commission or any other government agency; provided, however, that by signing this Agreement, Executive agrees to waive and release any right Executive may have to recover monetary relief or compensation from the Released Parties in connection with any such proceeding or investigation. For the avoidance of doubt, nothing herein prevents Executive from receiving any whistleblower or similar award. Further, this release shall not be deemed to affect a release of any claim that may not be released by law, including claims arising out rights to unemployment or workers compensation, and rights to vested benefits governed by ERISA, nor shall it be deemed to affect a release of an Employment Agreement, sales commission plan or incentive compensation plan applicable any right to your employment with enforce the Company. Excluded from terms of this Agreement are or any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights Executive may have to indemnification under the Indemnification Agreement (attached hereto to the Separation Agreement as Schedule 3Exhibit B), the Company’s By-Laws or applicable law. Moreover, this Release does Executive represents and warrants that Executive has not prohibit you from engaging previously filed or joined in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Company.released herein

Appears in 1 contract

Samples: Separation and General Release Agreement (Comscore, Inc.)

Release of All Claims. Except as set forth in this section and as otherwise set forth in this Agreement, to the fullest extent permitted by applicable law, you hereby release, acquit and forever discharge the ParentCompany, the Company and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parent, subsidiaries, assigns, assigns and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, indemnities and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Xxxxxx Xxxxxxxx May 2015 Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; California Fair Employment and Housing Act (Cal. Gov’t Code §12900 et seq.); California Family Rights Act (Cal. Gov. Code §12945.2); California Spousal Military Leave Law (Cal. Mil. & Vet. Code §395.10); California WARN Act (Cal. Lab. Code §1400 et seq.); Massachusetts Fair Employment Practices Law; Pennsylvania Human Relations Act; New York Labor LawHampshire Revised Statute Annotated 354-A, New York City Human Rights Law, and the New York Human Rights Lawas amended; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the CompanyCompany (the “Release”). Excluded from this Agreement are To the extent permitted by law, you also agree never directly or indirectly to bring or participate in an action against any Released Party under California Business & Professions Code Section 17200 or any unfair competition law of any jurisdiction. You and the Company acknowledge and agree that any claims (a) which by law cannot be waived in a private agreement between an employer and employeeemployee are excluded from the Release. In addition, you and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Company acknowledge and agree that the Release does not prohibit you from engaging filing a charge with the Equal Employment Opportunity Commission (the “EEOC”) or equivalent state agency in the activities protected pursuant to Section 6.15 of the Employment Agreementyour state or from participating in an EEOC or state agency investigation. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency on your behalf arising out of or related to in connection with your employment with and/or by or separation from the Company.

Appears in 1 contract

Samples: Letter Agreement (Violin Memory Inc)

Release of All Claims. Except as otherwise set forth in this Agreement, you Executive hereby releasereleases, acquit acquits and forever discharge the Parent, discharges the Company and their affiliateseach of its employees, officers, directors, shareholders, agents, administratorspredecessors and successors in interest, servantsparents, employeessubsidiaries, attorneys, successors, parent, subsidiaries, and assigns, and affiliates (the Released Party” or “Released PartiesCompany-Affiliates), ) of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign Effective Date of this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Age Discrimination in Employment in Employment Act, 29 U.S.C. §§621, et seq., (as amended by the Older Workers’ Benefit Protection Act, 29 U.S.C. §626(f))), the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; the Fair Credit Reporting Act, the Worker Adjustment and New York Retraining Notification Act, the Genetic Information Nondiscrimination Act, the Immigration Reform and Control Act, California Fair Employment and Housing Act (Cal. Gov’t Code §12900 et seq.); California Family Rights Act (Cal. Gov. Code §12945.2); California Spousal Military Leave Law (Cal. Mil. & Vet. Code §395.10); California WARN Act (Cal. Lab. Code §1400 et seq.); the California Labor LawCode, New York City Human Rights Law, and the New York Human Rights LawCalifornia Private Attorney General Act; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreementemployment agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. To the extent permitted by law, Executive also promise never directly or indirectly to bring or participate in an action against the Company or Company-Affiliates under California Business & Professions Code Section 17200 or any unfair competition law of any jurisdiction. Excluded from this Agreement are any claims (a) claims, which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out . The Release does not extend to claims for unemployment or workers’ compensation benefits or waive the Executive’s right to file an application for an award for original information submitted pursuant to Section 21F of rights under the Indemnification Agreement attached hereto as Schedule 3Securities Exchange Act of 1934. Moreover, this Release does not prohibit you Executive from engaging filing a charge with the Equal Employment Opportunity Commission (the “EEOC”) or the Department of Fair Employment and Housing or participating in the activities protected pursuant to Section 6.15 of the Employment Agreementan EEOC or state agency investigation and does not prohibit Executive from cooperating with an investigation by those or any other federal, state or local agency. You do agree Executive agrees to waive your his right to monetary or other recovery from the Company should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your on his behalf arising out of or related to your his employment with and/or separation from the Company. Nothing in this Agreement is intended to release or waive any rights you may have (i) under COBRA, (ii) to unemployment insurance benefits, (iii) to indemnification for any liabilities, attorney’s fees, costs and/or expenses pursuant to any applicable statutes including Labor Code section 2802, Certificates of Incorporation, By-laws or insurance policies of the Company, its affiliates or subsidiaries, or (iv) to enforce the terms of this agreement.

Appears in 1 contract

Samples: Transition Agreement (Pixelworks, Inc)

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Release of All Claims. Except as otherwise set forth in this AgreementYou, you on your own behalf and on behalf of your heirs, executors, administrators, attorneys and assigns, hereby unconditionally and irrevocably release, acquit waive and forever discharge the Parent, the Company and their each of its affiliates, parents, successors, predecessors, and the subsidiaries, directors, owners, members, shareholders, officers, agents, administratorsand employees of the Company and its affiliates, servants, employees, attorneysparents, successors, parent, subsidiaries, assignspredecessors, and affiliates subsidiaries (collectively, all of the foregoing are referred to as the “Released Party” or “Released PartiesReleasees”), of and from any and all claims, liabilities, demands, causes of action, costsclaims and damages, expenses, including attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equity, whether known or otherwise, known and unknown, suspected and unsuspectedforeseen or unforeseen, disclosed and undisclosed, presently asserted or otherwise arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including through the date on which you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of , any claim or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related entitlement to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; payments, benefits or damages arising under any federal law (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under Title VII of the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; the Americans with Disabilities Act, Executive Order 11246, the Family and New York Labor Law, New York City Human Rights LawMedical Leave Act, and the Worker Adjustment and Retraining Notification Act, each as amended and any other federal, state, local or foreign law relating to notice of employment termination or to severance pay); any claim arising under any state or local laws, ordinances or regulations (including, but not limited to, the New York Human Rights LawJersey Law Against Discrimination, the New Jersey Family Leave Act and any state or local laws, ordinances or regulations requiring that advance notice be given of certain workforce reductions); (iv) any claim arising under Irish law, including, but not limited to, any claim for statutory benefits; and any claim arising under any common law principle or public policy, including, but not limited to, all suits in tort claimsor contract, including without limitation, claims for fraudsuch as wrongful termination, defamation, emotional distress, and discharge in violation invasion of public policyprivacy or loss of consortium; provided, however, that this release shall not apply to (a) claims to enforce your rights under this Agreement; (b) claims for vested benefits pursuant to ERISA; (c) claims with respect to your vested equity rights as of the Last Day of Employment; (d) claims to enforce the Company’s obligation to indemnify you to the extent such indemnification obligations exist; and (ve) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. Excluded from this Agreement are any claims (a) administrative charges which by law canlegally may not be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreementwaived. You do agree to waive your are waiving, however, any right to monetary recovery or other recovery individual relief should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency (including the Equal Employment Opportunity Commission) pursue any claim on your behalf arising out of or related to your employment with and/or separation from employment with the Company; provided that nothing in this Agreement limits any right you may have to receive a whistleblower award or bounty for information provided to the Securities and Exchange Commission. You represent that you have not assigned any claim to any third party. You further acknowledge and represent that, except as expressly provided in this Agreement, you have been paid all wages, bonuses, compensation, benefits and other amounts that any of the Releasees has ever owed to you.

Appears in 1 contract

Samples: Amarin Corp Plc\uk

Release of All Claims. Except as otherwise set forth in this Agreement, you hereby release, acquit and forever discharge the ParentCompany, TriNet HR Corporation and the Company Company’s and their TriNet HR Corporation’s affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parentparents, subsidiaries, assigns, and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family and Medical Leave Act, as amendedamended (“FMLA”); the federal Worker Adjustment and Retraining Notification Act, as amendedamended (“WARN”); the Employee Retirement Income Security Act of 1974, as amendedamended (“ERISA”); Connecticut Fair Employment Practices Act (Conn. Gen. Stat. §46a-51 et seq.); Connecticut Equal Pay Laws (Conn. Gen. Stat. §§ 31-75 and New York Labor Law, New York City Human Rights Law, 31-76); Connecticut Family and the New York Human Rights LawMedical Leave Law (Conn. Gen. Stat. §31-51kk et seq.); Connecticut WARN Law (Conn. Gen. Stat. §31-51n-o); (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair Xxxxxxxx, XX, 00000 Telephone: 000-000-0000 Website: xxx.XxxxxxxxxxXxxx.xxx dealing, including claims arising out of an Employment Agreementemployment agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. To the extent permitted by law, you also promise never directly or indirectly to bring or participate in an action against any Released Party under California Business & Professions Code Section 17200 or any unfair competition law of any jurisdiction. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging filing a charge with the Equal Employment Opportunity Commission (the “EEOC”) or equivalent state agency in the activities protected pursuant to Section 6.15 of the Employment Agreementyour state or participating in an EEOC or state agency investigation. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency on your behalf arising out of or related to your employment with and/or separation from the Company.

Appears in 1 contract

Samples: Personal and Confidential (Lincoln Benefit Life Co)

Release of All Claims. Except as otherwise set forth in this Agreement, you hereby release, acquit and forever discharge the ParentCompany, the Company TriNet HR Corporation and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parentparents, subsidiaries, assigns, and affiliates (the each a “Released Party” or and together the “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, equity, stock options, restricted stock, or any other form of compensationcompensation or remuneration; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; Massachusetts Fair Employment Practices Law (Mass. Gen. Laws ch. 151B, §1 et seq.); Massachusetts Sexual Harassment Law (Mass. Gen. Laws ch. 214, §1C); Massachusetts Equal Pay Law (Mass. Gen. Laws ch. 149, §105A – C); Massachusetts Age Discrimination Law (Mass. Gen. Laws ch. 149, §24A et seq.); Massachusetts Family and New York Labor LawMedical Leave Law (Mass. Gen. Laws ch. 149, New York City Human Rights Law§52D); Massachusetts WARN Laws (Mass. Gen. Laws ch. 149, and the New York Human Rights Law§182; Mass. Gen. Laws ch. 151A, §71A-G) as amended; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. You understand and agree that this paragraph 14 specifically includes a waiver and release of claims that you have or may have regarding payments or amounts covered by the Massachusetts Wage Act or the Massachusetts Minimum Fair Wages Act (including, for instance, hourly wages, salary, overtime, minimum wages, commissions, vacation pay, holiday pay, sick leave pay, dismissal pay, bonus pay or severance pay), as well as Claims for retaliation under the Massachusetts Wage Act or the Massachusetts Minimum Fair Wages Act. In addition, to the extent permitted by law, you also promise never directly or indirectly to bring or participate in an action against any Released Party under California Business & Professions Code Section 17200 or any unfair competition law of any jurisdiction. Excluded from this Agreement your waiver and release are any claims or rights (ai) which by law cannot be waived in a private agreement between an employer and employee, and employee (bii) arising out of to enforce your rights under this Agreement (iii) for unemployment benefits; or (iv) regarding indemnification and/or defense related to any alleged acts or omissions through the Indemnification Agreement attached hereto as Schedule 3. Separation Date, whether under the Company’s organizing documents, liability insurance policies or agreements, or pursuant to applicable law Moreover, this Release your release does not prohibit you from engaging filing a charge with the Equal Employment Opportunity Commission (the “EEOC”) or equivalent state agency in the activities protected pursuant to Section 6.15 of the Employment Agreementyour state or participating in an EEOC or state agency investigation. You do agree agree, however, to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency on your behalf arising out of or related to your employment with and/or separation from the Company.. Dxxxx Xxxxxxx March 17, 2016

Appears in 1 contract

Samples: Letter Agreement (Corindus Vascular Robotics, Inc.)

Release of All Claims. Except as set forth in this section and as otherwise set forth in this Agreement, to the fullest extent permitted by applicable law, you hereby release, acquit and forever discharge the ParentCompany, the Company and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parent, subsidiaries, assigns, assigns and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, indemnities and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; California Fair Employment and Housing Act (Cal. Gov’t Code §12900 et seq.); California Family Rights Act (Cal. Gov. Code §12945.2); California Spousal Military Leave Law (Cal. Mil. & Vet. Code §395.10); California WARN Act (Cal. Lab. Code §1400 et seq.); Massachusetts Fair Employment Practices Law; Pennsylvania Human Relations Act; New York Labor LawHampshire Revised Statute Annotated 354-A, New York City Human Rights Law, and the New York Human Rights Lawas amended; (iv) all tort claims, including without limitation, claims for fraud, Xxxx Xxxxxxxx May 2014 defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the CompanyCompany (the “Release”). Excluded from To the extent permitted by law, you also agree never directly or indirectly to bring or participate in an action against any Released Party under California Business & Professions Code Section 17200 or any unfair competition law of any jurisdiction. You and the Company acknowledge and agree that this Release does not extend to any claim or claims that may arise under the separate Indemnification Agreement are between you and the Company dated as of November 15, 2012 (the “Indemnification Agreement”). You and the Company acknowledge and agree that any claims (a) which by law cannot be waived in a private agreement between an employer and employeeemployee are excluded from the Release. In addition, you and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Company acknowledge and agree that the Release does not prohibit you from engaging filing a charge with the Equal Employment Opportunity Commission (the “EEOC”) or equivalent state agency in the activities protected pursuant to Section 6.15 of the Employment Agreementyour state or from participating in an EEOC or state agency investigation. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency on your behalf arising out of or related to in connection with your employment with and/or by or separation from the Company.

Appears in 1 contract

Samples: Letter Agreement (Violin Memory Inc)

Release of All Claims. Except as otherwise In consideration of the severance benefits set forth in Paragraph 3 of this Agreement, you Employee, for herself, her spouse, their marital xxxxxxxxx, xxxxx, xxxxxxx, representatives, executors, successors and assigns, hereby releasefully, acquit forever, irrevocably, and forever unconditionally release and discharge the ParentEmployer, the Company and their its stockholders, affiliates, subsidiaries, employee benefit plans, any co-employers or joint employers, their officers, directors, employees, agents, attorneys, administrators, servants, employees, attorneysrepresentatives, successors, parent, subsidiariesheirs, assigns, and affiliates all persons acting by, through, under, or in concert with them (collectively referred to as the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equityclaims which she may have against them, or otherwiseany of them, which could have arisen out of any act or omission occurring from the beginning of time to the Effective Date of this Agreement, whether now known and or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of asserted or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreementunasserted. This general release includes, but is not limited to: (i) , any and all claims and demands arising out of brought or in any way connected with your employment with that could be brought under the CompanyOption Agreements, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance payEmployment Agreement, or any other form of compensation; agreements between Employer and Employee (iii) except for this Agreement), as well as any and all claims brought or that could be brought pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Americans with Disabilities Act, Title VII of the Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Civil Rights Act of 19901991, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification National Labor Relations Act, as amended; the Fair Labor Standards Act, the Employee Retirement and Income Security Act (ERISA), the Securities Act of 19741933, as amended; the Securities Exchange Act of 1934, the Xxxxxxxx-Xxxxx Act, any other securities-related statute or law, the Consolidated Omnibus Budget Reconciliation Act (COBRA), the Equal Pay Act, the Arizona Civil Rights Act, the Arizona Employment Protection Act, Arizona’s wage and New York Labor Law, New York City Human Rights Lawhour statutes, and any other statute set forth in the New York Human Rights Law; (iv) all tort claimsUnited States Code or in the statutes or codes of any state, including without limitationbut not limited to Arizona, claims for fraudthat pertains or relates to, defamationor otherwise touches upon, emotional distressthe employment relationship between Employer and Employee and the Released Parties, including (but not limited to) any and discharge in violation of public policy; and (v) all claims actions for breach of contract, wrongful terminationexpress or implied, and breach of the implied covenant of good faith and fair dealing, including express or implied, promissory estoppel, wrongful termination in violation of public policy, all other claims for wrongful termination and constructive discharge, hostile work environment, and all other tort claims, including, but not limited to, assault, battery, false imprisonment, intentional interference with contractual relations, intentional or negligent infliction of emotional distress, invasion of privacy, negligence, negligent investigation, negligent hiring, supervision, or retention, defamation, intentional or negligent misrepresentation, fraud, and any and all other laws and regulations relating to employment, employment termination, employment discrimination, harassment, and/or retaliation, wages, hours, employee benefits, compensation, sexual harassment, and any and all claims for attorneys’ fees and costs, pursuant to or arising under any federal, state, or local statute, law, regulation, ordinance, or order. This release of claims expressly includes, but is not limited to, any and all claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable and/or in any way related to your Employee’s employment with Employer or the Company. Excluded from this Agreement are circumstances of the termination of that employment, as well as any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of and/or in any way related to Employer’s grant of the Options to Employee or the Option Agreements; provided, however, that by signing this Agreement, Employee is not waiving any rights or claims that Employee may have (i) after the Execution Date of this Agreement; (ii) under any indemnification agreement between Employee and Employer and the Company’s Third Amended and Restated Certificate of Incorporation or Amended and Restated Bylaws, each as amended; (iii) under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary Company’s director and officer liability insurance; or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from (iv) that have vested under the Company's employee benefit plans.

Appears in 1 contract

Samples: Employment Agreement (Lifelock, Inc.)

Release of All Claims. Except as otherwise set forth in this Agreement, you hereby release, acquit and forever discharge the ParentCompany, the Company TriNet HR Corporation and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parent, subsidiaries, assigns, and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; Massachusetts Fair Employment Practices Law (Mass. Gen. Laws ch. 151B, §1 et seq.); Massachusetts Sexual Harassment Law (Mass. Gen. Laws ch. 214, §1C); Massachusetts Equal Pay Law (Mass. Gen. Laws ch. 149, §105A – C); Massachusetts Age Discrimination Law (Mass. Gen. Laws ch. 149, §24A et seq.); Massachusetts Family and New York Labor LawMedical Leave Law (Mass. Gen. Laws ch. 149, New York City Human Rights Law§52D); Massachusetts WARN Laws (Mass. Gen. Laws ch. 149, and the §182; Mass. Gen. Laws ch. 151A, §71A-G); New York Human Rights LawLaw (N.Y. Exec., §290 et seq.); New York Equal Pay Law (N.Y. Lab., §194); New York WARN Act (N.Y. Lab., §860, et seq.) New York Military Spousal Leave Law (N.Y. Lab., §202-i) as amended; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. To the extent permitted by law, you also promise never directly or indirectly to bring or participate in an action against any Released Party under California Business & Professions Code Section 17200 or any unfair competition law of any jurisdiction. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging filing a charge with the Equal Employment Opportunity Commission (the “EEOC”) or equivalent state agency in the activities protected pursuant to Section 6.15 of the Employment Agreementyour state or participating in an EEOC or state agency investigation. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Company.. Xxxxx Xxxxxxx 04/30/2015

Appears in 1 contract

Samples: Celsus Therapeutics Plc.

Release of All Claims. Except as otherwise set forth in this Agreement, you hereby release, acquit and forever discharge the ParentCompany, the Company and their it’s affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parent, subsidiaries, assigns, and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; California Fair Employment and New York Labor Law, New York City Human Housing Act (Cal. Gov’t Code §12900 et seq.); California Family Rights Law, and the New York Human Rights LawAct (Cal. Gov. Code §12945.2); California Spousal Military Leave Law (Cal. Mil. & Vet. Code §395.10); California WARN Act (Cal. Lab. Code §1400 et seq.) as amended; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. To the extent permitted by law, you also promise never directly or indirectly to bring or participate in an action against any Released Party under California Business & Professions Code Section 17200 or any unfair competition law of any jurisdiction. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging filing a charge with the Equal Employment Opportunity Commission (the “EEOC”) or equivalent state agency in the activities protected pursuant to Section 6.15 of the Employment Agreementyour state or participating in an EEOC or state agency investigation. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Company.

Appears in 1 contract

Samples: Oblong, Inc.

Release of All Claims. Except as otherwise set forth in this Agreement, you hereby release, acquit and forever discharge the ParentCompany, the Company and its subsidiaries and its and their affiliates, officers, directors, agents, administrators, servants, employees, attorneys, shareholders, successors, parent, subsidiaries, assigns, assigns and affiliates (the “Released Party” or “Released Parties”)affiliates, of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys' fees, damages, indemnities, indemnities and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, acts or conduct at any time prior to and including the execution date you sign of this Agreement. This general release includes, including but is not limited to: (i) all such claims and demands directly or indirectly arising out of or in any way connected with your employment with the Company, Company or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation stock, stock options, or any other ownership interests in the Company, personal leave pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discriminationthe Employee Retirement Income Security Act ("ERISA"), harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “"ADEA"); the federal Family Medical Leave ActWashington Law Against Discrimination in Employment, as amended; the federal Worker Adjustment and Retraining Notification Acttort law; contract law; wrongful discharge; retaliation, as amendeddiscrimination; the Employee Retirement Income Security Act of 1974, as amendedharassment; and New York Labor Law, New York City Human Rights Law, and the New York Human Rights Lawfraud; (iv) all tort claims, including without limitation, claims for fraud, defamation, ; emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Company.

Appears in 1 contract

Samples: Celebrate Express, Inc.

Release of All Claims. Except In consideration for receiving the retention benefits described in Section 4 of the letter agreement between you and the Company dated as otherwise set forth in this of _______________ (the “Agreement”), and to the fullest extent permitted by applicable law, you hereby releasewaive, acquit release and forever discharge the Parent, the Company and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parent, subsidiaries, assigns, and affiliates (the “Released Party” promise never to assert any claims or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costswhether or not now known, expensesagainst the Company or its predecessors, successors or past or present subsidiaries, stockholders, directors, officers, employees, consultants, attorneys’ fees, damagesagents, indemnitiesassigns and employee benefit plans with respect to any matter, and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in including (without limitation) any way matter related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, Company or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising costs, claims of wrongful discharge, constructive discharge, emotional distress, defamation, invasion of privacy, fraud, breach of contract or breach of the covenant of good faith and fair dealing; claims under Title VII of the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Americans with Disabilities Act, as amended; the federal Worker Adjustment and Retraining Notification ActNew York State Human Rights Law, as amended; the Employee Retirement Income Security Act of 1974, as amended; and New York Labor Law, and the New York City Human Rights Law; claims under any and all other federal, state, and local statutes, regulations, and laws of any type; and claims for any compensation or benefits not specifically referenced in the New York Human Rights Law; Agreement, including claims under any Company incentive plan, bonus plan, or severance plan). Execution of this Supplemental Release does not bar (i) any claim that arises hereafter, including (without limitation) a claim for breach of this Supplemental Release, (ii) any rights you may already have to be indemnified and/or advanced or reimbursed expenses pursuant to any corporate document of the Company or its affiliates or applicable law, including the Indemnification Agreement dated April 15, 2015, or your right to be covered under any applicable directors’ and officers’ liability insurance policies, (iii) any rights to the retention benefits set forth in the Agreement and which are owed or payable after the date of this Supplemental Release, and (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, any rights to vested equity awards and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach any rights under any benefit plans of the implied covenant of good faith Company under which you have a vested benefit and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with for which amounts are payable after the Company. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the CompanyEffective Date.

Appears in 1 contract

Samples: Information and Inventions Agreement (Etsy Inc)

Release of All Claims. Except as otherwise set forth in this AgreementLetter, you hereby release, acquit and forever discharge the ParentCompany, TriNet HR Corporation and the Company Company’s and their TriNet HR Corporation’s affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parentparents, subsidiaries, assigns, and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this AgreementLetter. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family and Medical Leave Act, as amendedamended (“FMLA”); the federal Worker Adjustment and Retraining Notification Act, as amendedamended (“WARN”); the Employee Retirement Income Security Act of 1974, as amendedamended (“ERISA”); Connecticut Fair Employment Practices Act (Conn. Gen. Stat. §46a-51 et seq.); Connecticut Equal Pay Laws (Conn. Gen. Stat. §§ 31-75 and New York Labor Law, New York City Human Rights Law, 31-76); Connecticut Family and the New York Human Rights LawMedical Leave Law (Conn. Gen. Stat. §31-51kk et seq.); Connecticut WARN Law (Conn. Gen. Stat. §31-51n-o); (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreementemployment agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. To the extent permitted by law, you also promise never directly or indirectly to bring or participate in an action against any Released Party under California Business & Professions Code Section 17200 or any unfair competition law of any jurisdiction. Excluded from this Agreement Letter are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release release does not prohibit you from engaging filing a charge with the Equal Employment Opportunity Commission (the “EEOC”) or equivalent state agency in the activities protected pursuant to Section 6.15 of the Employment Agreementyour state or participating in an EEOC or state agency investigation. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency on your behalf arising out of or related to your employment with and/or separation from the Company.

Appears in 1 contract

Samples: Lincoln Benefit Life Co

Release of All Claims. Except as otherwise set forth in this AgreementYou, you on your own behalf and on behalf of your heirs, executors, administrators, attorneys and assigns, hereby unconditionally and irrevocably release, acquit waive and forever discharge Amarin Corporation plc, Amarin Pharma, Inc. and each of their respective affiliates, parents, successors, and predecessors, and the Parentsubsidiaries, the Company and their affiliatesdirectors, owners, members, shareholders, officers, agents, administratorsand employees of Amarin Corporation plc, servantsAmarin Pharma, employeesInc. and their respective affiliates, attorneysparents, successors, parent, subsidiaries, assignspredecessors, and affiliates subsidiaries (collectively, all of the “Released Party” or “Released Parties”foregoing are referred to as the "Releasees"), of and from any and all claims, liabilities, demands, causes of action, costsclaims and damages, expenses, including attorneys' fees, damages, indemnities, and obligations of every kind and nature, in law, equity, whether known or otherwise, known and unknown, suspected and unsuspectedforeseen or unforeseen, disclosed and undisclosed, presently asserted or otherwise arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including through the date on which you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of , any claim or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related entitlement to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; payments, benefits or damages arising under any federal law (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under Title VII of the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; the Americans with Disabilities Act, Executive Order 11246, the Family and New York Labor Law, New York City Human Rights LawMedical Leave Act ("FMLA"), and the New York Human Rights Law; Worker Adjustment and Retraining Notification Act (iv) all tort claims"WARN"), including each as amended and any other federal, state, local or foreign law relating to notice of employment termination or to severance pay, (including, without limitation, claims for fraudany claim under N.J. Rev. Stat 34:21-2.2a. et seq. and any other state mini-WARN laws); any claim arising under any state or local laws, ordinances or regulations (including, but not limited to, the New Jersey Law Against Discrimination, the New Jersey Family Leave Act, and any state or local laws, ordinances or regulations requiring that advance notice be given of certain workforce reductions); and any claim arising under any common law principle or public policy, including, but not limited to, all suits in tort or contract, such as wrongful termination, defamation, emotional distress, and discharge in violation invasion of public policyprivacy or loss of consortium; provided, however, that this release shall not apply to (a) claims to enforce your rights under this Agreement; (b) claims for vested benefits pursuant to ERISA; (c) claims with respect to your vested equity rights as of the Date of Termination; (d) claims to enforce the Company's obligation to indemnify you to the extent such indemnification obligations exist; and (ve) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. Excluded from this Agreement are any claims (a) administrative charges which by law canlegally may not be waived in a private agreement between an employer and employeewaived. ACTIVE/120151144.1 You are waiving, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreoverhowever, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your any right to monetary recovery or other recovery individual relief should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency (including the Equal Employment Opportunity Commission) pursue any claim on your behalf arising out of or related to your employment with and/or separation from employment with the Company; provided that nothing in this Agreement limits any right you may have to receive a whistleblower award or bounty for information provided to the Securities and Exchange Commission. You represent that you have not assigned any claim to any third party.

Appears in 1 contract

Samples: Transition Agreement (Amarin Corp Plc\uk)

Release of All Claims. Except as otherwise set forth in this Agreement, you Executive hereby releasereleases, acquit acquits and forever discharge the Parent, discharges the Company and their its affiliates, and their officers, directors, agents, administrators, servants, employees, attorneys, successorsshareholders, parentsuccessors and assigns (collectively, subsidiaries, assigns, and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, indemnities (except those indemnification rights excluded below) and obligations of every kind and nature, in law, equity, equity or otherwise, known and or unknown, suspected and or unsuspected, disclosed and undisclosed, arising out of or in any way related to any and all agreements, events, acts, omissions, acts or conduct executed or occurring at any time prior to and including the date you sign on which Executive executes this Agreement. This general release includes, including but is not limited to: (i) all such claims and demands directly or indirectly arising out of or in any way connected with your Executive’s employment with the Company, Company or the termination of that employment; (ii) claims or demands related to your compensation salary, incentive payments, commissions, stock, stock options, or benefits with any other ownership interests in the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, statute or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act, as amended (the “ADEA”); the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”)tort law; the federal Family Medical Leave Act, as amendedcontract law; the federal Worker Adjustment and Retraining Notification Act, as amendedwrongful discharge; the Employee Retirement Income Security Act of 1974, as amendeddiscrimination; and New York Labor Law, New York City Human Rights Law, and the New York Human Rights Lawharassment; (iv) all tort claims, including without limitation, claims for fraud, ; defamation, ; emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of implied good faith and fair dealing. EXECUTIVE HEREBY ACKNOWLEDGES AND AGREES THAT THIS RELEASE IS A GENERAL RELEASE AND THAT BY SIGNING THIS AGREEMENT, EXECUTIVE IS EXPRESSLY WAIVING ALL RIGHTS FOR ALL KNOWN AND UNKNOWN CLAIMS. Nothing in this Agreement shall be construed to prohibit Executive from commencing, instituting, participating, providing truthful information, or otherwise assisting in any investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Securities and Exchange Commission or any other government agency; provided, however, that by signing this Agreement, Executive agrees to waive and release any right Executive may have to recover monetary relief or compensation from the Released Parties in connection with any such proceeding or investigation. For the avoidance of doubt, nothing herein prevents Executive from receiving any whistleblower or similar award. Further, this release shall not be deemed to affect a release of any claim that may not be released by law, including claims arising out rights to unemployment or workers compensation, and rights to vested benefits governed by ERISA or under any other of an Employment Agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. Excluded from ’s employee benefit and incentive plans, nor shall it be deemed to affect a release of any right to enforce the terms of this Agreement are or any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights Executive may have to indemnification under the Indemnification Agreement (attached hereto as Schedule 3Exhibit B), the Company’s By-Laws or applicable law. Moreover, Executive understands that this Release Agreement: (i) does not prohibit you preclude him from engaging challenging the validity of this Agreement, including the waiver and release provisions, under the ADEA; and (ii) does not waive any rights or claims which first arise after the Signature Date. Executive represents and warrants that Executive has not previously filed or joined in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Companyreleased herein.

Appears in 1 contract

Samples: Separation and General Release Agreement (Comscore, Inc.)

Release of All Claims. Except as otherwise set forth in this AgreementAgreement and as provided in the Company’s by-laws and the indemnification agreement between you and the Company attached hereto as Exhibit E, you each party does hereby release, acquit and forever discharge the Parenteach other, the Company and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parent, subsidiaries, assigns, assigns and affiliates (the “"Released Party" or "Released Parties"), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys' fees, damages, indemnities, indemnities and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this AgreementAgreement is signed. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys' fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “"ADEA''); the federal Family Medical Leave Act, as amended; the federal Worker Adjustment and Retraining Notification Act, as amended; the Employee Retirement Income Security Act of 1974, as amended; the California Fair Employment and New York Labor Housing as amended; the California Family Rights Act, as amended; California Spousal Military Leave Law, New York City Human Rights Lawas amended; the California WARN Act, and the New York Human Rights Lawas amended; (iv) all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of an Employment Agreementemployment agreement, sales commission plan or incentive compensation plan applicable to your employment with the Company. To the extent permitted by law, you also promise never directly or indirectly to bring or participate in an action against any Released Party under California Business & Professions Code Section 17200 or any unfair competition law of any jurisdiction. Notwithstanding the release set forth herein, the Indemnification Agreement (attached hereto as Exhibit E) remains in full force and effect. Excluded from this Agreement are any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging filing a charge with the National Labor Relations Board (“NLRB”) or Equal Employment Opportunity Commission (the "EEOC") or equivalent state agency in the activities protected pursuant to Section 6.15 of the Employment Agreementyour state or participating in an NLRB, EEOC or state agency investigation. You do agree to waive your right to monetary relief, reinstatement or other recovery should any claim be pursued with the NLRB, EEOC, state agency, or any other federal, federal state or local administrative agency on your behalf arising out of or related to your employment with and/or separation from the Company.

Appears in 1 contract

Samples: Rocket Fuel Inc.

Release of All Claims. Except as otherwise set forth In consideration for receiving the benefits described in this AgreementSection 2 above, and to the fullest extent permitted by applicable law, you hereby releasewaive, acquit release and forever discharge the Parent, the Company and their affiliates, officers, agents, administrators, servants, employees, attorneys, successors, parent, subsidiaries, assigns, and affiliates (the “Released Party” promise never to assert any claims or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costswhether or not now known, expensesagainst the Company or its predecessors, successors or past or present subsidiaries, stockholders, directors, officers, employees, consultants, attorneys’ fees, damagesagents, indemnitiesassigns and employee benefit plans with respect to any matter, and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in including (without limitation) any way matter related to agreements, events, acts, omissions, or conduct at any time prior to and including the date you sign this Agreement. This general release includes, but is not limited to: (i) claims and demands arising out of or in any way connected with your employment with the Company, Company or the termination of that employment; (ii) claims or demands related to your compensation or benefits with the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ attorneysí fees or other claim arising costs, claims of wrongful discharge, constructive discharge, emotional distress, defamation, invasion of privacy, fraud, breach of contract or breach of the covenant of good faith and fair dealing, claims under Title VII of the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”); the federal Family Medical Leave Americans with Disabilities Act, as amended; the federal Worker Adjustment and Retraining Notification ActNew York State Human Rights Law, as amended; the Employee Retirement Income Security Act of 1974, as amended; and New York Labor Law, and the New York City Human Rights Law; claims under any and all other federal, state, and the New York Human Rights Lawlocal statutes, regulations, and laws of any type; (iv) all tort claims, including without limitation, and claims for fraud, defamation, emotional distress, and discharge any compensation or benefits not specifically referenced in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealingthis Agreement, including claims arising out of an Employment Agreementunder your November 6, sales commission plan 2009 offer letter or incentive compensation plan applicable to your any other employment agreement or offer letter with the Company. Excluded from this Agreement are any claims (a) which by law cannot be waived , the Etsy, Inc. Severance Plan, the Company's Change in a private agreement between an employer and employee, and (b) arising out of rights under the Indemnification Agreement attached hereto as Schedule 3. Moreover, this Release does not prohibit you from engaging in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agencyControl Severance Plan, or any other federalCompany incentive plan, state bonus plan, or local administrative agency severance plan. Execution of this Agreement does not bar (i) any claim that arises hereafter, including (without limitation) a claim for breach of this Agreement, (ii) any rights you may already have to be indemnified and/or advanced or reimbursed expenses pursuant to any corporate document of the Company or its affiliates or applicable law, including the Indemnification Agreement between you and the Company dated May 3, 2017 (the "Indemnification Agreement"), or your behalf arising out right to be covered under any applicable directors' and officers' liability insurance policies, (iii) any rights to the benefits set forth in this Agreement, and (iv) any rights to vested equity awards and any rights under any benefit plans of or related to your employment with and/or separation from the Company.Company under which you have a vested benefit and for which amounts are payable after the Effective Date. The Company is not aware of any pending claims against you. Exhibit 10.4

Appears in 1 contract

Samples: Letter Agreement (Etsy Inc)

Release of All Claims. Except as otherwise set forth in this Agreement, you Executive hereby releasereleases, acquit acquits and forever discharge the Parent, discharges the Company and their its affiliates, and their officers, directors, agents, administrators, servants, employees, attorneys, successorsshareholders, parentsuccessors and assigns (collectively, subsidiaries, assigns, and affiliates (the “Released Party” or “Released Parties”), of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities, indemnities (except those indemnification rights excluded below) and obligations of every kind and nature, in law, equity, equity or otherwise, known and or unknown, suspected and or unsuspected, disclosed and undisclosed, arising out of or in any way related to any and all agreements, events, acts, omissions, acts or conduct executed or occurring at any time prior to and including the date you sign on which Executive executes this Agreement. This general release includes, including but is not limited to: (i) all such claims and demands directly or indirectly arising out of or in any way connected with your Executive’s employment with the Company, Company or the termination of that employment; (ii) claims or demands related to your compensation salary, incentive payments, commissions, stock, stock options, or benefits with any other ownership interests in the Company, including but not limited to, wages, salary, bonuses, commissions, vacation pay, fringe benefits, expense reimbursements, incentive pay, severance pay, or any other form of compensation; (iii) claims pursuant to any federal, state or local law, statute, statute or cause of action including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees or other claim arising under the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990, as amended; the federal Age Discrimination in Employment Act of 1967, as amended (the “ADEA”)tort law; the federal Family Medical Leave Act, as amendedcontract law; the federal Worker Adjustment and Retraining Notification Act, as amendedwrongful discharge; the Employee Retirement Income Security Act of 1974, as amendeddiscrimination; and New York Labor Law, New York City Human Rights Law, and the New York Human Rights Lawharassment; (iv) all tort claims, including without limitation, claims for fraud, ; defamation, ; emotional distress, and discharge in violation of public policy; and (v) all claims for breach of contract, wrongful termination, and breach of the implied covenant of implied good faith and fair dealing. EXECUTIVE HEREBY ACKNOWLEDGES AND AGREES THAT THIS RELEASE IS A GENERAL RELEASE AND THAT BY SIGNING THIS AGREEMENT, EXECUTIVE IS SIGNING THIS RELEASE. Nothing in this Agreement shall be construed to prohibit Executive from commencing, instituting, participating, providing truthful information, or otherwise assisting in any investigation or proceeding conducted by the Equal Employment Opportunity Commission, the National Labor Relations Board, the Securities and Exchange Commission or any other government agency; provided, however, that by signing this Agreement, Executive agrees to waive and release any right Executive may have to recover monetary relief or compensation from the Released Parties in connection with any such proceeding or investigation. For the avoidance of doubt, nothing herein prevents Executive from receiving any whistleblower or similar award. Further, this release shall not be deemed to affect a release of any claim that may not be released by law, including claims arising out rights to unemployment or workers compensation, and rights to vested benefits governed by ERISA, nor shall it be deemed to affect a release of an Employment Agreement, sales commission plan or incentive compensation plan applicable any right to your employment with enforce the Company. Excluded from terms of this Agreement are or any claims (a) which by law cannot be waived in a private agreement between an employer and employee, and (b) arising out of rights Executive may have to indemnification under the Indemnification Agreement (attached hereto as Schedule 3Exhibit B), the Company’s By-Laws or applicable law. Moreover, this Release does Executive represents and warrants that Executive has not prohibit you from engaging previously filed or joined in the activities protected pursuant to Section 6.15 of the Employment Agreement. You do agree to waive your right to monetary or other recovery should any claim be pursued with the EEOC, state agency, or any other federal, state or local administrative agency your behalf arising out of or related to your employment with and/or separation from the Companyreleased herein.

Appears in 1 contract

Samples: Separation and General Release Agreement (Comscore, Inc.)

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