Common use of Release Clause in Contracts

Release. (a) General Release and Waiver of Claims In exchange for the consideration provided in this Agreement, the Employee and his heirs, executors, representatives, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether known or unknown, from the beginning of time to the date of the Employee's execution of this Agreement, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursements.

Release. (a) General Release and Waiver In consideration of Claims In exchange for the consideration provided in this Agreementabove, the Employee sufficiency of which Executive hereby acknowledges, and his heirssubject to the proviso hereinafter set forth, executorsExecutive hereby agrees not to ▇▇▇ and fully, representativesfinally, completely and generally releases, absolves and discharges the Company, its predecessors, successors, subsidiaries, parents, related companies and business concerns, affiliates, partners, trustees, directors, officers, agents, insurersattorneys, administratorsservants, successors representatives and assigns (collectivelyemployees, the "Releasors") irrevocably past and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assignspresent, and all each of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities them (collectively, the hereinafter collectively referred to as "Releasees") from any and all claims, demands, liens, agreements, contracts, covenants, actions, suits, causes of actionsaction, grievances, arbitrations, unfair labor practice charges, wages, vacation payments, severance payments, obligations, judgmentscommissions, rightsovertime payments, feesWorkers' Compensation claims, debts, profit sharing or bonus claims, expenses, damages, debtsjudgments, obligationsorders and/or liabilities of whatever kind or nature in law, liabilities and expenses equity or otherwise, whether known or unknown to Executive, which Executive now owns or holds or has at any time owned or held as against Releasees, or any of them (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether known or unknown, from including specifically but not exclusively and without limiting the beginning of time to the date generality of the Employeeforegoing, any and all Claims arising out of or in any way connected to Executive's execution employment with or separation of this Agreementemployment from Executive including any Claims based on contract, tort, wrongful discharge, fraud, breach of fiduciary duty, attorneys' fees and costs, discrimination in employment, any and all acts or omissions in contravention of any federal or state laws or statutes (including but not limited to federal or state securities laws and the Racketeer Influenced and Corrupt Organizations Act), and any right to recovery based on state or federal age, sex, pregnancy, race, color, national origin, marital status, religion, veteran status, disability, sexual orientation, medical condition, union affiliation or other anti-discrimination laws, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amendedVII, the Age Discrimination in Employment Act, the Americans with Disabilities Act, the National Labor Relations Act, and the California Fair Employment and Housing Act, all as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may whether such claim be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursements.based upon "EXHIBIT B"

Release. (a) General Release In consideration of the Severance Benefits, and Waiver of Claims In exchange as a material inducement to the Company to enter into the Severance Agreement and provide such Severance Benefits, Executive agrees, for the consideration provided in this AgreementExecutive, the Employee and his Executive's heirs, executors, administrators, representatives, agentssuccessors, insurersand assigns, administratorsand anyone claiming by, successors and assigns through, or for Executive, or anyone making a claim on Executive's behalf (collectivelyfor purposes of this Paragraph, the "ReleasorsExecutive") ), to irrevocably and unconditionally fully waive, release, and forever waive, release and discharge the Employer GroupCompany, including the Employer's/each member of the Employer Group's and its respective present, past, and future parents, subsidiaries, and affiliated corporations, divisions, affiliates, predecessors, successors principals, partners, joint venturers, representatives, successors, and assigns, and all of their respective officersits past and present owners, directors, officers, employees, shareholdersstockholders, trusteesattorneys, partners agents, and OTHER RELATED PERSONS OR ENTITIESinsurers, and all persons acting by, through, under, or in their corporate concert with any of them and individual capacities all other persons, firms, and corporations whomsoever (collectively, the collectively "ReleaseesReleased Parties") from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees, court costs, expert witness fees, etc.) of any kind whatsoever (collectively, "Claims")whatsoever, whether known or unknown, from which Executive may now have against the beginning of time to the date of the Employee's execution of this AgreementReleased Parties and/or have on account of, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to connection with all interactions, transactions or contracts, express or implied, between Executive and the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matterReleased Parties, including, but not limited to Executive's employment with the Company and the termination thereof, through the date of this Release, including but not limited to: (i) any rights and all claims under any state’s human rights act, civil rights laws, or similar law, any state’s wage payment act or similar law, any wage payment act or similar law, any law governing any aspect of employment, Title VII of the Civil Rights Act of 1964 (Title VII), 42 U.S.C. § 1981, the Employment Retirement Income Security Act, as amendedthe Consolidated Omnibus Budget Reconciliation Act, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amendedAct of 1990 (ADA), the Fair Labor Standards ActAct of 1938, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Family & Medical Leave Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended1993, the Age Discrimination in Employment Act, as amendedAct of 1967 (ADEA), the Uniform Services Age Discrimination in Employment and Reemployment Rights Act Amendments of 1990 (sometimes known as the “Older Workers Benefit Protection Act, as amended”), the Genetic Information Nondiscrimination Act of 20082008 (▇▇▇▇), all the Uniformed Services Employment and Reemployment Rights Act (USERRA), the Equal Pay Act of their respective implementing regulations 1963 (EPA), the Worker Adjustment Retraining Notification Act of 1988, and any amendment thereto, the Federal Employer’s Liability Act, and/or any other federalFederal, state, state or local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, (including but not limited without limitation Federal Rail Safety Act claims) relating to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severancepurported status as a whistleblower; (iii) any and all claims arising under tort, contract and/or quasi-contract lawfrom labor protective conditions imposed by the Interstate Commerce Commission or the Surface Transportation Board; (iv) any common law claims, including but not limited to claims of breach of an expressed or implied contract, wrongful discharge, defamation, emotional distress, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliancecontract, invasion of privacy, personal injury or sickness, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress▇▇▇▇▇; and (ivv) any and all claims for monetary relating to oral or equitable reliefwritten contract rights, including but not limited to attorneys' feesany rights under an employment agreement and any Company incentive or benefit plan or program, back payincluding unvested stock options, front payand ANY RIGHTS UNDER ANY COLLECTIVE BARGAINING AGREEMENT, reinstatementINCLUDING ANY SENIORITY RIGHTS, experts' feesBUMPING RIGHTS AND REINSTATEMENT RIGHTS, medical fees RIGHTS TO FILE OR ASSERT A GRIEVANCE OR OTHER COMPLAINT, RIGHTS TO A HEARING (whether before any company official, any system, group, regional or expensesspecial adjustment board, costs and disbursementsthe National Railroad Adjustment Board, or any other entity), OR RIGHTS TO ARBITRATION UNDER SUCH AGREEMENT.

Release. (a) General Release and Waiver Employee, on behalf of Claims In exchange for the consideration provided in this Agreement, the Employee himself and his agents, attorneys, heirs, executors, representativesadministrators, successors, assigns, and any other person or entity who could now or hereafter assert a claim in Employee’s name or on Employee’s behalf, hereby releases and forever discharges Vaccinogen, its predecessors, affiliates, and successors and its or their past, present and future officers, trustees, directors, employees, agents, insurers, administratorsattorneys and representatives, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all claimscomplaints, grievances, demands, damages, lawsuits, actions, and causes of actionsaction (collectively referred to as “Claims”) that have arisen or may have arisen at any time up to and including the date and time of Employee’s execution of this Agreement, obligationswhich Employee has or may have against any one or more of them for any reason whatsoever, judgmentswhether in law, rightsor in equity, feeswhether under federal, damagesstate, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims")local or other law, whether known or unknown, from the beginning of time including any Claims relating to the date of the Employee's execution of this Agreementany employment contract, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hirecompensation, benefits, employmentleave of absence, termination emotional distress or separation from defamation, any Claims relating to any employment with the Employer Group and any actual or alleged actdiscrimination law, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under including without limitation Title VII of the Civil Rights Act, as amendedthe Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, the Americans with Disabilities Act, as amended, the Family and & Medical Leave Act, all as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect any Claims relating to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local employment statute or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoeverregulation, including but not limited to claims the Maryland Wage Payment and Collection Act or the Employee Retirement Income Security Act of 1974, all as amended, or any Claims relating to Employee’s employment or termination of employment, and any claim for salarycosts or attorneys’ fees. Employee acknowledges that he is providing a general release, wagesand agrees, bonuseswithout limiting the generality of the release, commissions, incentive compensation, vacation and/or severance; (iii) not to file any action to seek damages for himself based on any Claims that are released in this Section. Employee further hereby unconditionally waives any and all claims arising under tortrights to recover, contract and/or quasi-contract lawand will not seek or accept, including but any damages based on any Claims that are released in this Section. Employee represents and warrants that he has not limited to claims of breach of an expressed previously filed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness joined in any such Claims against Vaccinogen or any other harmperson or entity released herein, wrongful and that Employee has not given or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction sold any portion of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited Claims released herein to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsanyone else.

Release. (a) General Release and Waiver of Claims In exchange for the consideration provided in this Agreement, the Employee Executive and his respective heirs, executors, representatives, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, hereby fully and all of forever release each other and their respective officersheirs, executors, successors, agents, officers and directors, employeesfrom and agree not to ▇▇▇ concerning, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all claims, demands, actions, causes of actions, obligations, judgmentsduties, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive causes of attorneys' fees) of any kind whatsoever (collectively, "Claims")action, whether now known or unknown, from the beginning suspected or unsuspected, that either of them may possess based upon or arising out of any matter, cause, fact, thing, act, or omission whatsoever occurring or existing at any time prior to and including the date of Executive’s termination of employment (collectively, the Employee's execution “Released Matters”), as follows: (i) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of this Agreementthat relationship; (ii) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of, shares of stock of the Company, including, without limitation, any claims of fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (iii) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied or promissory estoppel; (iv) any and all claims for violation of any federal, state, local state or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other mattermunicipal statute, including, but not limited to (i) any and all claims under to, Title VII of the Civil Rights ActAct of 1964, as amendedthe Civil rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amendedAct of 1990, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended1974, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Older Workers Benefit Protection Act, as amended, and the Age Discrimination in California Fair Employment and Housing Act, as amendedand Labor Code section 201, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law et. seq.; (statutory, regulatory or otherwise) that may be legally waived and released; (iiv) any and all claims for compensation violation of the federal, or any type whatsoeverstate, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; constitution; (iiivi) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims out of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful laws and regulations relating to employment or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distressemployment discrimination; and and (ivvii) any and all claims for monetary attorneys’ fees and costs. This Release does not extend to, and does not result in, a waiver or equitable reliefrelease of any of the following: (a) any claim by Executive for workers’ compensation or unemployment benefits; (b) Executive’s rights to indemnity under any indemnity agreement signed by the parties, including but not limited as well as under Labor Code section 2802; and (c) all rights and benefits to attorneys' feeswhich Executive is entitled under the Agreement. (b) Executive and the Company acknowledge that they have been advised by legal counsel and are familiar with Section 1542 of the Civil Code of the State of California, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursements.which states:

Release. (a) General Release and Waiver of Claims In exchange for the consideration provided in this Agreementabove consideration, you now agree to the Employee following terms, and his on your last day of active work, you will also execute a General Release, copy attached, that contains those terms. You hereby release and forever discharge, for you, your heirs, executors, representativesadministrators, legal representatives and assigns, Frank’s, its predecessors, successors, assigns, officials, officers, Board members, employees, subsidiaries, affiliated entities, agents, lessees, managers, underwriters and insurers, administratorsand every other person, successors and assigns (collectivelyfirm, underwriter, insurer, partnership, organization or corporation, hereinafter referred to as “the "Releasors") irrevocably and unconditionally fully and forever waiveParties to be Released,” who might be, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from or might hereafter become liable for any and all claims, demandsdebts, actions, damages and causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive action of attorneys' fees) of any kind whatsoever (collectively, "Claims")nature, whether known or unknown, from the beginning whether growing out of time to the date of the Employee's execution of this Agreementtort, includingcontract, without limitationquasi-contract, any claims under any federalcompensation, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out ofemployment discrimination, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matterotherwise, including, but not limited to (i) any to, the U. S. Constitution and all claims under laws of the United States, Title VII of the Civil Rights ActAct of 1964, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amendedAct (“ADEA”), the Uniform Services Employment and Reemployment Rights Act, as amended, laws of the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation State of any type whatsoeverstate which may provide you, including but not limited to claims or an heir, executor, administrator, legal representative and/or assign of you, with a cause of action for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed damages or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable injunctive relief, including but not limited to attorneys' feesto, back paybreach of contract, front payliquidated damages, reinstatementcompensatory damages, experts' wages, emotional or psychological damage or distress, punitive damages, attorney’s fees, medical fees and health insurance benefits, vacation benefits, penalties, interest, costs, employment, reemployment, or expensesany other legally or equitably recoverable categories of relief which you have or may have against the Parties to be Released, costs their current or former officers, current or former employees, current or former managers, current or former members of the Board of Directors, directly or indirectly connected with your employment with Frank’s. You also agree to not seek employment with Frank’s in the next six months from Separation Date. You acknowledge that you have had a reasonable opportunity to consider this Agreement. You understand and disbursementsacknowledge that the payment to you of the amounts provided for herein will constitute receipt by you of consideration to which you are otherwise not entitled and that such amounts are sufficient to support this Agreement. You further acknowledge that you are not relying upon any representations, assertions, promises, assumed action or inaction, of any other person in entering into this Agreement. You acknowledge that the Parties’ complete agreement is contained in this document. You are signing this Agreement knowingly and willingly and have been advised to confer regarding it with counsel of his choice. You also agree that nothing in this Agreement is to be construed as an admission of liability of any nature.

Release. (a) General Release and Waiver of Claims In exchange for the consideration provided in Settlement Sum, Employee agrees to, and by signing this AgreementAgreement does, the Employee waive and his heirsrelease all claims (known and unknown) which he might otherwise have had against Mindspeed and each of its past and present employees, executorsofficers, directors, agents, representatives, agentsattorneys, insurers, administratorsrelated entities, successors assigns, successors, and assigns predecessors of Mindspeed, and all persons acting by, through, under or in concert with any of them (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive“Releasees”), release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all charges, complaints, claims, demandsliabilities, obligations, promises, agreements, controversies, damages, actions, causes of actionsaction, obligations, judgmentssuits, rights, feesdemands, damagescosts, debtslosses, obligations, liabilities debts and expenses (inclusive of including back wages, and attorneys' fees’ fees and costs actually incurred) of any kind whatsoever (collectivelynature whatsoever, "Claims"), whether known or unknown, from the beginning suspected or unsuspected, including, but not limited to, rights arising out of time alleged violations of any contract, express or implied (including but not limited to the date any contract of the Employee's execution employment, partnership, independent contractor, fiduciary, special or confidential relationship); any covenant of this Agreementgood faith and fair dealing (express or implied); any tort, including fraud and deceit, negligent misrepresentation, promise without intent to perform, conversion, breach of fiduciary duty, defamation, libel, slander, invasion of privacy, negligence, intentional or negligent infliction of emotional distress, malicious prosecution, abuse of process, intentional or negligent interference with prospective economic advantage and conspiracy; any “wrongful discharge” and “constructive discharge” claims; any claims relating to any breach of public policy; any violations or breaches of corporate by-laws; any legal restrictions on Mindspeed’s right to terminate employees or take other employment actions; or any federal, state, local, municipal or other governmental statute, regulation or ordinance, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act of 1964, the California Fair Employment and Housing Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment ActAct (collectively “Claim” or “Claims”) arising prior to the execution of this Agreement. This Agreement does not waive (and the definition of “Claims” does not include) claims for workers’ compensation or unemployment insurance, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local claims for reimbursement under Labor Code Section 2802 or foreign law (statutory, regulatory or otherwise) claims that may not be legally waived as a matter of state or federal law. In addition, this Agreement does not limit Employee’s right to file a charge or complaint with any state or federal agency or to participate or cooperate in such a matter, although Employee waives and released; (ii) relinquishes all rights to any and all claims for compensation of monetary relief related to any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementssuch matter.

Release. (a) General Release and Waiver In consideration of Claims In exchange for the consideration provided in this Agreementabove, the Employee sufficiency of which Executive hereby acknowledges, and his heirssubject to the proviso hereinafter set forth, executorsExecutive hereby agrees not to sue ▇▇▇ fully, representativesfinally, completely and generally releases, absolves and discharges the Company, its predecessors, successors, subsidiaries, parents, related companies and business concerns, affiliates, partners, trustees, directors, officers, agents, insurersattorneys, administratorsservants, successors representatives and assigns (collectivelyemployees, the "Releasors") irrevocably past and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assignspresent, and all each of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities them (collectively, the hereinafter collectively referred to as "Releasees") from any and all claims, demands, liens, agreements, contracts, covenants, actions, suits, causes of actionsaction, grievances, arbitrations, unfair labor practice charges, wages, vacation payments, severance payments, obligations, judgmentscommissions, rightsovertime payments, feesWorkers' Compensation claims, debts, profit sharing or bonus claims, expenses, damages, debtsjudgments, obligationsorders and/or liabilities of whatever kind or nature in law, liabilities and expenses equity or otherwise, whether known or unknown to Executive, which Executive now owns or holds or has at any time owned or held as against Releasees, or any of them (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether known or unknown, from including specifically but not exclusively and without limiting the beginning of time to the date generality of the Employeeforegoing, any and all Claims arising out of or in any way connected to Executive's execution employment with or separation of this Agreementemployment from Executive including any Claims based on contract, tort, wrongful discharge, fraud, breach of fiduciary duty, attorneys' fees and costs, discrimination in employment, any and all acts or omissions in contravention of any federal or state laws or statutes (including but not limited to federal or state securities laws and the Racketeer Influenced and Corrupt Organizations Act), and any right to recovery based on state or federal age, sex, pregnancy, race, color, national origin, marital status, religion, veteran status, disability, sexual orientation, medical condition, union affiliation or other anti-discrimination laws, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amendedVII, the Age Discrimination in Employment Act, the Americans with Disabilities Act, the National Labor Relations Act, and the California Fair Employment and Housing Act, all as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursements.,

Release. (a) General Release Except as otherwise provided herein, effective as of the Restatement Date, Rutenberg does hereby release, remise, acquit and Waiver of Claims In exchange for the consideration provided in this Agreementforever discharge NSI and its present and former officers, the Employee and his heirsdirectors, executors, representativesexecutives, agents, insurersattorneys, administratorsemployees, successors affiliated companies, divisions, subsidiaries, successors, predecessors and assigns (collectively, the "ReleasorsReleased Parties") irrevocably ), of and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all claims, demands, actions, causes of actionsaction, obligations, judgmentsdemands, rights, fees, damages, debts, sums of money, accounts, financial obligations, liabilities and expenses (inclusive of suits, expenses, attorneys' fees) fees and liabilities of any whatever kind whatsoever (collectivelyor nature in law, "Claims")equity or otherwise, whether now known or unknown, from suspected or unsuspected, which Rutenberg, individually or as a member of a class, now has, owns or holds, or has at any time heretofore had, owned or held, against any Released Party arising out of or in any way connected with Rutenberg's employment relationship with NSI, its subsidiaries, predecessors or affiliated entities, or any event occurring or state of facts existing on or before the beginning of time to the date of the Employee's execution of this AgreementRestatement Date, including, without limitation, any claims for severance or vacation benefits, unpaid wages, salary or incentive payment, breach of contract, wrongful discharge, impairment of economic opportunity, intentional infliction of emotional harm or other tort, or employment discrimination under any applicable federal, statestate or local statute, local provision, order or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, regulation including, but not limited to (i) to, any and all claims claim under Title VII of the Civil Rights Act, as amendedAct ("Title VII"), the Americans Federal Age Discrimination in Employment Act ("ADEA") and any similar or analogous state statute excepting only: (a) those liabilities and obligations that this Restated Agreement expressly creates or expressly provides which will continue in force in accordance with Disabilities Act, as amended, this Restated Agreement; and (b) any claims for benefits under any employee benefit plan of the Family and Medical Leave Act, as amended, Company (within the Fair Labor Standards Act, the Equal Pay Act, as amended, meaning of Section 3(3) of the Employee Retirement Income Security ActAct of 1974, as amended (amended). Rutenberg acknowledges and agrees no provision of this Restated Agreement is to be construed in any way as an admission of any liability whatsoever by any Released Party under any federal or state statute or the principles of common law, any such liability having been expressly denied. Rutenberg acknowledges and agrees that he has not, with respect to unvested benefits)any transaction or state of facts existing prior to the date of execution of this Restated Agreement, the Civil Rights Act of 1991filed any complaints, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or charges or lawsuits against any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness Released Parties with any governmental agency or any other harmcourt or tribunal, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) that he will not do so at any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementstime hereafter.

Release. (a) General Release and Waiver a. Except as set forth below, upon delivery of Claims In exchange the consideration for the consideration provided purchase of the interests in this Agreementconnection with the Transactions, each Seller does hereby as of the Employee Closing Date, fully, finally, and his heirsunconditionally release and forever discharge the Purchaser, executorsits directors, representativestrustees, officers, agents, insurersemployees, administrators, successors contractors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assignsanyone acting on its behalf, and all of their respective officersValley Health Care, Inc., its directors, employees, shareholders, trustees, partners officers, agents, employees and OTHER RELATED PERSONS OR ENTITIES, in their corporate contractors and individual capacities (collectively, the "Releasees") anyone acting on its behalf from any and all claims, demandsrights, actions, causes of actionsgrievances, obligations, judgments, rights, feescharges, damages, debtscosts, obligationsexpenses, liabilities and expenses (inclusive of attorneys' fees) , suits, actions and demands, of any kind whatsoever (collectivelyand every kind, "Claims")nature, whether and character, known or unknown, from in law or equity, enforceable under any local, state, or federal common law, constitution, statute, regulation, or ordinance, which may have accrued to the beginning Sellers prior to the Closing Date. Notwithstanding the preceding, this Release shall not act to exclude nor bar any action, claim, cross-claim and/or demand which involves, directly or indirectly, a matter involving professional liability, medical negligence, malfeasance and/or malpractice, whether the same has or has not been asserted by a patient or other party as of time to the date of the Employee's execution of this AgreementRelease, including, including without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related an action for contribution and/or indemnification with respect to the Employee's hiresame. b. Except as set forth below, benefits, employment, termination or separation from employment upon delivery of the consideration for the purchase of the interests in connection with the Employer Group Transactions, the Purchaser does hereby as of the Closing Date, fully, finally, and any actual or alleged actunconditionally release and forever discharge each of the Sellers, omissionindividually and their directors, transactiontrustees, practiceofficers, conductagents, occurrence or other matteremployees, including, but not limited to (i) contractors and anyone acting on their behalf from any and all claims under Title VII of the Civil Rights Actclaims, as amendedrights, the Americans with Disabilities Actgrievances, as amendedobligations, the Family and Medical Leave Actcharges, as amendeddamages, the Fair Labor Standards Actcosts, the Equal Pay Actexpenses, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back paysuits, front payactions and demands, reinstatementof any and every kind, experts' feesnature, and character, known or unknown, in law or equity, enforceable under any local, state, or federal common law, constitution, statute, regulation, or ordinance, which may have accrued to the Purchaser prior to the Closing Date. Notwithstanding the preceding, this Release shall not act to exclude nor bar any action, claim, cross-claim and/or demand which involves, directly or indirectly, a matter involving professional liability, medical fees negligence, malfeasance and/or malpractice, whether the same has or expenseshas not been asserted by a patient or other party as of the date of this Release, costs and disbursementsincluding without limitation, an action for contribution and/or indemnification with respect to the same.

Release. (a) General Release Buyer hereby agrees that Seller, and Waiver each of Claims In exchange for the consideration provided in this Agreementits partners, the Employee and his heirsmembers, executorstrustees, directors, officers, employees, representatives, property managers, asset managers, agents, insurersattorneys, administratorsAffiliates and related entities, successors heirs, successors, and assigns (collectively, including Seller, the "Releasors"“Releasees”) irrevocably shall be, and unconditionally are hereby, fully and forever waive, release released and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, discharged from any and all liabilities, losses, claims (including third party claims), demands, damages (of their respective officersany nature whatsoever), directorscauses of action, employeescosts, shareholderspenalties, trusteesfines, partners judgments, reasonable attorneys’ fees, consultants’ fees and OTHER RELATED PERSONS OR ENTITIES, in their corporate costs and individual capacities experts’ fees (collectively, the "Releasees"“Claims”) from with respect to any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether direct or indirect, known or unknown, from foreseen or unforeseen, that may arise on account of or in any way be connected with the beginning of time to Assets or the date Hotel including, without limitation, the physical, environmental and structural condition of the Employee's execution of this AgreementHotel or any law or regulation applicable thereto, including, without limitation, any claims under Claim or matter (regardless of when it first appeared) relating to or arising from (a) the presence of any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out ofenvironmental problems, or in the use, presence, storage, release, discharge, or migration of Hazardous Materials on, in, under or around the Hotel regardless of when such Hazardous Materials were first introduced in, on or about the Hotel, (b) any way patent or latent defects or deficiencies with respect to the Hotel, (c) any and all matters related to the Employee's hireHotel or any portion thereof, benefitsincluding without limitation, employmentthe condition and/or operation of the Hotel and each part thereof, termination and (d) the presence, release and/or remediation of asbestos and asbestos containing materials in, on or separation about the Hotel regardless of when such asbestos and asbestos containing materials were first introduced in, on or about the Hotel; provided, however, that in no event shall Releasees be released from employment (x) any Claims arising pursuant to the provisions of this Agreement or Seller’s obligations, if any, under the Closing Documents or (y) any Claims arising from any fraudulent acts committed by Seller to Buyer in connection with the Employer Group transactions contemplated by this Agreement. Buyer hereby waives and agrees not to commence any actual action, legal proceeding, cause of action or alleged actsuits in law or equity, omission, transaction, practice, conduct, occurrence of whatever kind or other matternature, including, but not limited to, a private right of action under the federal Superfund laws, 42 U.S.C. Sections 9601 et seq. (as such laws and statutes may be amended, supplemented or replaced from time to (i) any time), directly or indirectly, against the Releasees or their agents in connection with Claims described above and all claims under Title VII similar provisions or rules of law. In this connection and to the greatest extent permitted by law, Buyer hereby agrees, represents and warrants that Buyer realizes and acknowledges that factual matters not known to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damage, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit the Releasees from any such unknown, unanticipated or unsuspected Claims, debts, and controversies which might in any way be included as a material portion of the Civil Rights Act, as amendedconsideration given to Seller by Buyer in exchange for Seller’s performance hereunder. Without limiting the generality of the foregoing, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach sale of the covenant Assets shall be subject to all waivers of good faith warranty and fair dealing, promissory estoppel, detrimental reliance, invasion releases set forth in the Deed. Seller has given Buyer material concessions regarding this transaction in exchange for Buyer agreeing to the provisions of privacy, nonphysical injury, personal injury this Section 7.3. Seller and Buyer have each initialed this Section 7.3 to further indicate their awareness and acceptance of each and every provision hereof. The provisions of this Section 7.3 shall survive the Closing without limitation and shall not be deemed merged into any instrument or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsconveyance delivered at the Closing.

Release. (a) General Release In consideration for, among other things, certain payments under Section 3(a)(ii), 3(a)(v), 3(a)(vi) and Waiver the pro rata bonus pursuant to Section 4 of Claims In exchange for the consideration provided in this Employment Agreement and Section 3 of the Noncompetition Agreement, the Employee and Employee, for himself, his agents, legal representatives, assigns, heirs, executorsdistributes, representativesdevisees, agents, insurerslegatees, administrators, successors personal representatives and assigns executors (collectively, the "Releasors") irrevocably “Releasing Parties”), hereby releases and unconditionally fully discharges the Company and forever waive, release its present and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, past subsidiaries and affiliates, predecessors, its and their respective successors and assigns, and all of their respective the present and past shareholders, officers, directors, employees, shareholders, trustees, partners agents and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities representatives of each of the foregoing (collectively, the "“Releasees") ”), from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims")other claims for relief and remuneration whatsoever, whether known or unknown, from the beginning of time the world to the date of Employee signs this Release, excluding any and all claims, demands, actions, liabilities and other claims for relief and remuneration under the Employee's execution of this Employment Agreement and the Noncompetition Agreement, but otherwise including, without limitation, any claims arising out of or relating to Employee’s employment with and termination of employment from the Company, for wrongful discharge, for breach of contract, for discrimination or retaliation under any federal, state, state or local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from fair employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matterpractices laws, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act, Act of 1964 (as amended, amended by the Americans with Disabilities Act, as amendedCivil Rights Act of 1991), the Family and Medical Leave Act, as amended, the Fair Labor Standards Americans with Disabilities Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amendedfor defamation or other torts, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, stock, stock options, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness pay or any other harmcompensation or benefit and any claims under any tort or contract (express or implied) theory, wrongful and any of the claims, matters and issues which could have been asserted by the Releasing Parties against the Released Parties in any legal, administrative or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent other proceeding in any jurisdiction. (b) Employee further agrees not seek or intentional infliction of emotional distress; and (iv) accept any and all claims damages or relief for monetary or equitable reliefhis own benefit, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical ’ fees or expensescosts, with respect to any claims released by the language above; however, Employee shall have the right to seek recovery of any costs incurred, including attorney fees and disbursementscosts, in enforcing his rights under the Employment Agreement and Noncompetition Agreement in accordance with Section 13 of the Employment Agreement.

Release. Effective on receipt of the Transaction Bonus, Director, for himself or herself and his or her estate, executor, administrator and permitted assigns (a) General Release each, an “Director Releasor”), hereby voluntarily, unconditionally, irrevocably and Waiver of Claims In exchange for absolutely releases, acquits and forever discharges, to the consideration provided in this Agreementfullest extent permitted by law, the Employee Company and his heirsits parents, executorsand each of their respective subsidiaries and affiliates, and each of their respective current, former and future managers, officers, directors, equityholders, partners, affiliates, agents, owners, members, representatives, agentsemployees, insurersattorneys, administrators, successors insurers and assigns benefit plans (collectively, the "Releasors") irrevocably and unconditionally fully all administrators and forever waive, release and discharge the Employer Group, including the Employer's/each member fiduciaries of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assignsany such benefit plans), and all of their respective officerspredecessors, directorssuccessors, employees, shareholders, trustees, partners heirs and OTHER RELATED PERSONS OR ENTITIES, assigns in their corporate personal and individual representative capacities (collectivelyeach, the "Releasees"a “Company Releasee”) of, from and against any and all claims, demandsliability, actions, causes of actionsaction, obligationscontroversies, crossclaims, counterclaims, compensatory damages, liquidated damages, punitive or exemplary damages, any other damages, claims for costs and attorneys’ fees, losses or liabilities of any nature whatsoever in law or in equity, demands, damages, judgments, rights, fees, damages, debts, obligationsdues and suits of every kind, liabilities nature and expenses (inclusive of attorneys' fees) of any kind description whatsoever (collectively, "“Claims"”), whether known which such Director Releasor ever had, now has or unknownmay have on or by reason of any matter, from the beginning of time cause or thing whatsoever arising prior to the date of the Employee's execution of this Agreement, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matterhereof, including, but not limited to to, any allegation, Claim or violation arising under any federal, state or local civil or human rights law, or under any other local, state or federal law (i) any and all claims including, but not limited to, under Title VII of the Civil Rights ActAct of 1964, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), ; the Civil Rights Act of 1991; the Equal Pay Act of 1963, as amended; the Americans with Disabilities Act of 1990; the Family and Medical Leave Act of 1993; the Worker Adjustment Retraining and Notification Act), or under any public policy, contract or tort, or under common law, or under any policies, practices or procedures of the Company or any Company Releasees, or for wrongful discharge, breach of contract, infliction of emotional distress or defamation, or for costs, fees or other expenses, including attorneys’ fees incurred in these matters; provided, however, that this release does not extend to any claim to enforce the terms of, and Director’s rights under, (a) this Agreement, (b) any claim for benefits under the Employee Retirement Income Security Act of 1974, as amended, Section 1981 (c) with respect to any other compensatory arrangement between Director and the Company that has not been paid in full as of U.S.C. Title 42the date hereof, or (d) if Director is or was an officer or director of the Company, any rights of Director to indemnification under the Company’s organizational documents. Director, on his or her own behalf and on behalf of all other Director ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amendedagrees not to assert any such claims against any Company Releasee. THIS RELEASE INCLUDES MATTERS ATTRIBUTABLE TO THE SOLE OR PARTIAL NEGLIGENCE (WHETHER GROSS OR SIMPLE) OR OTHER FAULT, the Worker Adjustment and Retraining Notification ActINCLUDING STRICT LIABILITY, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsOF ANY OF THE COMPANY RELEASEES.

Release. (a) General Release On behalf of myself and Waiver of Claims In exchange for the consideration provided in this Agreementmy successors, the Employee and his assigns, legatees, heirs, executors, and personal representatives, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully I release and forever waivedischarge defendants Provide Commerce, release Inc. and discharge the Employer Regent Group, including the Employer's/Inc., and each member of the Employer Group's their respective direct or indirect parents, wholly or majority owned subsidiaries, affiliatesaffiliated and related entities, predecessors, successors and assigns, partners, privities, and all any of their respective present and former directors, officers, directors, employees, shareholders, trusteesagents, partners and OTHER RELATED PERSONS OR ENTITIESrepresentatives, in their corporate and individual capacities (collectivelyattorneys, the "Releasees") from any accountants, insurers, and all persons acting by, through, under or in concert with them, or any of them, from all manner of action, causes of action, claims, demands, actionsrights, causes of actionssuits, obligations, judgmentsdebts, rightscontracts, feesagreements, promises, liabilities, damages, debtscharges, obligationspenalties, liabilities losses, costs, expenses, and expenses (inclusive of attorneys' ’ fees) , of any kind whatsoever (collectivelynature whatsoever, "Claims"), whether known or unknown, from the beginning of time to the date of the Employee's execution of this Agreementin law or equity, includingfixed or contingent, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, which I have ever had or may in the future have arising out ofof or relating to any of the acts, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence omissions or other matter, conduct that have or could have been alleged or otherwise referred to in the Action including, but not limited to to, (i) the marketing, advertising, enrollment, registration, disclosure of membership billing terms, handling of personal or financial information, or sharing of contact and payment information as they relate to the Membership Programs, (ii) the past or continued billing, debiting, or charging of fees associated with the Membership Programs, (iii) the adequacy or inadequacy of any and all claims under Title VII notification of enrollment or copy of authorization to debit accounts for any fees associated with any of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended Membership Programs (with respect or any alleged failure to unvested benefitsprovide a copy of such authorization), (iv) the Civil Rights Act billing cycle, time period, or frequency of 1991the charges for the Membership Programs, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (iiv) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the implied covenant of good faith and fair dealing, promissory estoppelfraud, detrimental relianceviolations of the California Consumers Legal Remedies Act, unjust enrichment, violations of the Electronic Funds Transfer Act, invasion of privacyprivacy – intrusion into private matters, nonphysical injurynegligence, or violations of California’s Unfair Competition Law (the “Released Claims”). With respect to the released claims, on behalf of myself and my successors, assigns, legatees, heirs, and personal injury or sickness representatives, I expressly waive and relinquish, to the fullest extent permitted by law, the provisions, rights and benefits of Section 1542 of the California Civil Code, or any other harmsimilar provision under federal or state law, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursements.which provides:

Release. (a) General Release and Waiver of Claims In Employee agrees, in exchange for the consideration provided benefits set forth in this the Agreement, the Employee and his heirs, executors, representatives, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") to irrevocably and unconditionally fully release Choice and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's its parents, subsidiaries, affiliates, predecessors, successors subsidiaries and assignsaffiliated entities, and all each of their respective officers, directors, shareholders, employees, shareholdersagents, representatives, insurers, attorneys, employee welfare benefit plans and pension or deferred compensation plans under Section 401 of the Internal Revenue Code of 1954, as amended, and their trustees, partners administrators and OTHER RELATED PERSONS OR ENTITIESother fiduciaries; and all persons acting by, through, under or in concert with them, and each of their corporate predecessors, successors and individual capacities assigns or any of them (collectivelycollectively “Choice Releasees”), the "Releasees") of and from any and all manner of action or actions, cause or causes of action, in law or equity, suits, debts, liens, contracts, agreements, promises, liability, claims, demands, actions, causes of actions, obligations, judgments, rights, feesgrievances, damages, debtsloss, obligationscost or expense, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectivelynature, "Claims"), whether known or unknown, fixed or contingent, which Employee now has or may later have against the Choice Releasees, or any one of them, by reason of any matter, cause, or thing from the beginning of time to the date of the Employee's execution Effective Date of this Agreement, including, including without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have limitation those arising out of, based on, or in any way related relating to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and termination, remuneration (including any actual or alleged actseverance, omissionsalary, transactionbonus, practice, conduct, occurrence incentive or other mattercompensation; vacation sick leave or medical insurance benefits; or any benefits from any employee stock ownership, includingprofit-sharing and/or any deferred compensation plan under Section 401 of the Internal Revenue Code of 1954 ("Claims"). The Claims that Employee is releasing include, but are not limited to (i) to, a release of any and all rights or claims under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, may have under: • the Age Discrimination in Employment Act, as amendedwhich prohibits age discrimination in employment; • Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on race, color, national origin, religion or sex; • the Uniform Services Employment and Reemployment Civil Rights Act of 1991; • the Equal Pay Act, as amended, which prohibits paying men and women unequal pay for equal work; • the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or Americans with Disabilities Act; • the Family and Medical Leave Act; • and any other federal, statestate or local laws or regulations prohibiting employment discrimination, local harassment or foreign law (statutoryretaliation. Employee also releases any Claims for wrongful discharge or breach of contract, regulatory Claims for any personal injury or otherwise) that tort, Claims for any compensation, benefits, expenses, bonuses, or any other employee rights or benefits, Claims for employment or reinstatement, Claims for attorneys’ fees and costs, and all other Claims under any applicable statute, contract or other cause of action. This Agreement covers both Claims Employee knows about and those Employee may be legally waived and released; (ii) not know about. Employee assumes the risk of any and all claims for compensation of any type whatsoeverunknown Claims which may exist at the time Employee signs this Agreement, including but not limited and Employee agrees that this Agreement shall apply to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith known and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsunknown Claims.

Release. (a) General Release and Waiver of Claims In exchange For valuable consideration, including without limitation the Fee Payments, Executive hereby for the consideration provided in this Agreement, the Employee himself and his successors, heirs, executors, representativesadministrators and assigns, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waivedoes hereby remise, release and forever discharge the Employer GroupAssociated and Associated’s parent(s), including the Employer's/each member of the Employer Group's parentspredecessors, successors, divisions, subsidiaries, affiliates, predecessors, successors affiliates and assigns, assigns and all of their respective current and former officers, directors, employeesagents, shareholdersemployees and counsel, trustees, partners individually and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectivelyofficial capacities, the "Releasees") from any and all claims, demands, manner of actions, causes of actionsaction, obligationssuits, debts, sums of money, bonds, bills, contracts, controversies, agreements, indemnification rights, promises, damages, judgments, rightsclaims and demands whatsoever, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims")at law or in equity, whether known or unknown, from up until the beginning of time that this Agreement is executed by Executive, including but not limited to the date of the Employee's execution of this Agreement, including, without limitation, any claims under any pursuant to federal, state, state or local or foreign law, that Releasors may have, have ever had regulation or may executive order prohibiting discrimination in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and to, all claims under the Age Discrimination in Employment Act, Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits)Act of 1964, the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Employee Retirement Income Security Act of 2002, as amended, and the Worker Adjustment and Retraining Notification Americans with Disabilities Act, as amendedwhich Executive or his successors, heirs, executors, administrators or assigns ever had, now has or hereafter can, shall or may have, for, upon or by reason of his employment by Employer or any interest in Associated, or the National Labor Relations Actshares of the capital stock of AMH II, as amendedor any agreement, the Age Discrimination in Employment Actinstrument, as amendedmatter, the Uniform Services Employment and Reemployment Rights Actcause or thing whatsoever, as amendedincluding any action alleging a supposed breach of contract or tort, the Genetic Information Nondiscrimination Act of 2008claims for severance pay, all of their respective implementing regulations and/or any other federalback pay, statewage/salary increase, local expenses, benefits, bonus(es), options, phantom stock, severance, re-employment, service letters, compensatory or foreign law (statutorypunitive damages, regulatory or otherwise) that may be legally waived and released; (ii) any attorneys’ fees and all claims for compensation any other type of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness damage relief or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction theory of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but law. The release contained in this Section 9 shall not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsrelease AMH II from its obligations under the terms of this Agreement.

Release. (a) General Release A. You knowingly and Waiver of Claims In exchange for the consideration provided in this Agreementvoluntarily waive, the Employee and his heirsterminate, executors, representatives, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waivecancel, release and discharge forever the Employer Group, including the Employer's/Company and each member of the Employer Group's parents, its subsidiaries, affiliatesas well as their respective current and former stockholders (including, predecessorsfor the avoidance of doubt, successors and assignsQCP), and all beneficial owners of their respective stock, their current or former officers, directors, employees, shareholdersmembers, trusteesattorneys and agents, partners and OTHER RELATED PERSONS OR ENTITIEStheir predecessors, successors, and assigns, individually and in their corporate and individual official capacities (collectivelytogether, the "Releasees"“Company Released Parties”) from any and all claims, demandssuits, actions, causes of actionsaction, claims, allegations, rights, obligations, judgmentsliabilities, rightsdemands, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever entitlements or charges (collectively, "“Claims")”) that you (or your heirs, executors, administrators, successors and assigns) has or may have, whether known known, unknown or unknownunforeseen, from the beginning vested or contingent, by reason of any matter, cause or thing occurring at any time to before and including the date of this Settlement Letter, including all claims arising under or in connection with your employment or termination of employment with the Employee's execution of this AgreementCompany, including, without limitation, any claims : Claims under any United States federal, statestate or local law and the national or local law of any foreign country (statutory or decisional), local for wrongful, abusive, constructive or foreign lawunlawful discharge or dismissal, that Releasors may have, have ever had or may in the future have arising out offor breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in any way related to Employment Act of 1967 (“ADEA”), the Employee's hireOlder Workers Benefit Protection Act of 1990 (“OWBPA”), benefitsviolations of the Equal Pay Act, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights ActAct of 1964, as amendedthe Civil Rights Act of 1991, the Americans with Disabilities Act, as amendedAct of 1991, the Family and Medical Leave Act, as amendedEmployee Retirement Income Security Act of 1974 (“ERISA”), the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment Retraining and Retraining Notification Act, as amended, the National Labor Relations Family Medical Leave Act, as amended, including all amendments to any of the Age Discrimination in Employment Act, as amended, the Uniform Services Employment aforementioned acts; and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act violations of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutorymunicipal fair employment statutes or laws, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation including, without limitation, violations of any type whatsoeverother law, including but not limited rule, regulation, or ordinance pertaining to claims for salaryemployment, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under torthours worked, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harmClaims for compensation or bonuses, wrongful whether or retaliatory discharge, fraud, not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation, ; libel; slander, libel, false imprisonment, negligent or ; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and suffering; and punitive or exemplary damages (the “Ormond Released Matters”). In addition, in consideration of the provisions of this Settlement Letter, you further agree to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in your favor as of the date of this Settlement Letter, except for the Ormond Unreleased Claims. You further represent and warrant that you have not filed any civil action, suit, arbitration, administrative charge, or legal proceeding against any Company Released Party nor, have you assigned, pledged, or hypothecated as of the Effective Date any Claim to any person and no other person has an interest in the Claims that you are releasing. You acknowledge and agree that you have read this Settlement Letter in its entirety and that this Section 3.A is a general release of all known and unknown Claims. You further acknowledge and agree that: (i) this Release does not release, waive or discharge any rights or Claims that may arise for actions or omissions after the Effective Date and you acknowledge that you are not releasing, waiving or discharging any ADEA Claims that may arise after the Effective Date; (ii) you are entering into this Settlement Letter and releasing, waiving and discharging rights or Claims in exchange for consideration that is presently disputed by the Company and other good and valuable consideration; (iii) you have been advised, and are being advised by the Settlement Letter, to consult with an attorney before executing the Settlement Letter; you acknowledge that you have consulted with counsel of his choice concerning the terms and conditions of this Settlement Letter; (iv) you have been advised, and are being advised by this Settlement Letter, that you have been given at least twenty-one (21) days within which to consider the Settlement Letter, but you can execute this Settlement Letter at any time prior to the expiration of such review period; and (v) you are aware that this Settlement Letter shall become null and all claims for monetary void if you revoke your agreement to this Settlement Letter within seven (7) days following the date of execution of this Settlement Letter. You may revoke this Settlement Letter at any time during such seven-day period by delivering (or equitable relief, including but not limited causing to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursements.be delivered) to the Company written notice of your revocation of this Settlement Letter no later than 5:00 p.m. Eastern time on the seventh (7th) full day following the date of execution of this

Release. (a) General Release and Waiver of Claims In exchange for the consideration provided agreements contained in this Transition Agreement, which you acknowledge exceeds any amounts to which you otherwise may be entitled under the Employee Company’s policies and his practices or applicable law, you on behalf of yourself and your heirs, executors, representativesrepresentatives and assigns, hereby fully acquits, releases, waives and discharges from and agree that you have not and will not file, cause to be filed or pursue against, the Company, its affiliates, related parties, parent or subsidiary companies, and its and their present and former directors, officers, employees, agents, insurerscommittee members, administratorsattorneys and representatives, and each of the foregoing’s successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether known or unknown, from the beginning of time to the date of the Employee's execution of this Agreement, including, without limitation, Parent) (the “Released Parties”) all claims obligations, liabilities, complaints, causes of action, charges, debts, and demands of any claims under any federalkind, stateknown and unknown, local in law or foreign lawin equity, that Releasors asserted or unasserted (“Claims”) which you may have, now have or have ever had against any of them, or may in the future have arising out ofof your relationship with any of them, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and including all claims for compensation and bonuses, attorneys’ fees, and all claims arising from your employment with the Company or the termination of your employment, whether based on contract, tort, statute, local ordinance, rule, regulation or any type whatsoevercomparable law in any jurisdiction (“Released Claims”). Released Claims include, but are not limited to: (i) all Claims arising from your employment with the Company or the termination of that employment, including but not limited Claims for wrongful termination or retaliation and the terms and conditions of employment; (ii) all Claims related to claims for your compensation or benefits from the Company, including salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; profit sharing, retirement benefits, paid time off, vacation, sick leave, leaves of absence, expense reimbursements, equity, severance pay, and fringe benefits; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of Claims for breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of quasi-contract, promissory estoppel, detrimental reliance, and breach of the implied covenant of good faith and fair dealing; (iv) all tort Claims, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, including Claims for fraud, defamation, slander, libel, false imprisonmentdisparagement, negligent or intentional infliction of emotional distress; , personal injury, negligence, compensatory or punitive damages, negligent or intentional misrepresentation, and discharge in violation of public policy; (ivv) any all federal, state, and all claims for monetary or equitable relieflocal statutory Claims, including but not limited to Claims for discrimination, harassment, retaliation, attorneys' fees, back pay, front pay, reinstatement, experts' ’ fees, medical fees or expenses, experts’ fees, costs and disbursements; and (vi) any other Claims of any kind whatsoever, from the beginning of time until the date you sign this Transition Agreement, in each case whether based on contract, tort, statute, local ordinance, rule, regulation or any comparable law, public policy or common law in any jurisdiction. By way of example and not limitation, Released Claims shall include any Claims arising under Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 2000e et seq.; the Civil Rights Act of 1991; the Civil Rights Acts of 1866 and/or 1871, 42 U.S.C. Section 1981; the Americans with Disabilities Act, 42 U.S.C. 12101 et seq., the Age Discrimination in Employment Act (“ADEA”), 29 U.S.C. § 621 et seq.; the Family Medical Leave Act, 29 U.S.C. § 2601 et seq.; the Employee Retirement Income Security Act of 1974, 29 U.S.C. § 1001 et seq.; the federal Worker Adjustment Retraining Notification Act, 29 U.S.C. § 2102 et seq., the California WARN Act, California Labor Code § 1400 et seq., the California Fair Employment and Housing Act, Cal. Gov. Code §12900 et seq., the California Labor Code, and the orders of the California Industrial Welfare Commission. The parties intend for this release to be enforced to the fullest extent permitted by law. You understand that you are not waiving any right or Claim that cannot be waived as a matter of law, such as workers’ compensation Claims, Claims for indemnification under California Labor Code Section 2802, Claims for unemployment insurance benefits, your right to vested equity or other vested benefits, or as otherwise set forth in this Transition Agreement. YOU UNDERSTAND AND AGREE THAT THIS TRANSITION AGREEMENT CONTAINS A GENERAL RELEASE OF ALL CLAIMS.

Release. (a) General Release and Waiver of Claims In exchange consideration for the consideration provided in this Agreementpayments made pursuant to Section 1 above, the Employee and his Employee, on behalf of Employee, Employee’s heirs, executors, representatives, agents, insurers, administrators, successors and assigns (collectivelyassigns, the "Releasors") irrevocably and unconditionally fully hereby releases, acquits and forever waive, release discharges Pyxis and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, any and all of its current or former subsidiaries and other affiliated entities and benefit plans, as well as its and/or their respective officers, directors, representatives, attorneys, agents, servants, employees, shareholdersstockholders, trusteessuccessors, partners predecessors and OTHER RELATED PERSONS OR ENTITIESaffiliates, each in their corporate and individual respective capacities (collectively, the "Releasees") from any and all claims, liabilities, demands, actions, causes of actionsaction, obligationscosts, judgmentsexpenses, rights, attorneys’ fees, damages, debtsindemnities and obligations of every kind and nature, obligationsin law, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectivelyin equity or otherwise, "Claims"), whether known or unknown, from the beginning of time to the date of the Employee's execution of this Agreementsuspected and unsuspected, includingdisclosed and undisclosed, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, of or in any way related to agreements, acts or conduct at any time as of or prior to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matterEffective Date, including, but not limited to: all such claims or demands arising from Employee’s employment or the termination of Employee’s employment; all such claims and demands related to salary, bonuses, commissions, stock, stock options (i) any and all claims under Title VII except as provided in Section 4 of the Employment Agreement), expense reimbursements, or any form of compensation; claims pursuant to any federal, state or local law or cause of action including, but not limited to, the Federal Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act Acts of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act1964, as amended, the Age Discrimination in Employment ActAct of 1967, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act or any law or legal principle of 2008, all of their respective implementing regulations and/or similar effect in any other federal, state, local relevant jurisdiction; contract claims; tort claims; or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contractwrongful discharge, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory dischargediscrimination, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of and emotional distress; . Employee further agrees not to sue or otherwise institute or cause to be instituted or in any way voluntarily participate in the prosecution of any complaints or charges against any persons or entities released herein in any federal, state or other court, administrative agency or other forum concerning any claims released herein. Notwithstanding the foregoing, this release by Employee excludes (i) any rights to payment under Section 4 of the Employment Agreement, (ii) any rights to vested accrued benefits and compensation under the Company’s applicable plans and arrangements (including with respect to equity awards), (iii) any right to indemnification by the Company or its affiliates and (iv) any right to coverage under applicable directors’ and all claims for monetary officers’ or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsother third party liability insurance policies.

Release. (a) General Release By execution and Waiver delivery of Claims In exchange for the consideration provided in this Agreement, the Employee Seller for itself and his heirson its behalf and its managers, executors, representativesmembers, agents, insurerspersonal representatives, administrators, successors heirs and assigns (collectively, the "ReleasorsRELEASORS") ), hereby irrevocably and unconditionally fully remises, releases and forever waivedischarges the Company and its collective current and former managers, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officersmembers, directors, employeesofficers, shareholders, trusteesemployees, partners agents and OTHER RELATED PERSONS OR ENTITIESrepresentatives, in together with their corporate successors and individual capacities heirs (collectively, collectively the "ReleaseesRELEASED PARTIES") of and from any and all claimspast, demands, present and future actions, causes of actionsaction, suits, debts, charges, complaints, claims, damages, losses, liabilities, obligations, judgmentspromises, rightsagreements, fees, damages, debts, obligations, liabilities damages and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectivelynature whatsoever, "Claims")in law or in equity, whether known or unknown, from actual or potential, arising out of or relating to the beginning activities engaged in by any of time the Released Parties prior to the date of this Agreement directly or indirectly relating to the EmployeeCompany's execution business, operations or management prior to the Closing, except for (a) the Intercompany Debt, (b) any obligations contained in this Agreement or any of this Agreementthe Transaction Documents, (c) any obligations to any Releasor on account of claims made by any third parties, including, without limitation, any claims by any Releasor for indemnification therefor, (d) any claims under any federal, state, local insurance policy or foreign law, that Releasors may have, have ever had policies maintained or may in required to be maintained for the future have arising out of, or in benefit of any way related to Releasor by the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matterCompany, including, without limitation, medical, dental, life, accidental death and dismemberment, disability, business travel, general liability, directors and officers, errors and omissions or malpractice insurance, (e) the Company's obligations to pay or provide to any Releasor any accrued but not limited to unpaid compensation or any unpaid reimbursements of business expenses incurred by any Releasor, or (if) any and all claims under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect obligations owed to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local Releasor or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation on behalf of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) Releasor under any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed employee benefit plan or implied contract, tortious interference with contract or prospective business advantage, breach of program maintained by the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsCompany.

Release. Executive (a) General Release and Waiver of Claims In exchange for the consideration provided in this Agreementherself, the Employee and his her agents, heirs, executorssuccessors, representativesassigns, agents, insurers, executors and/or administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully does hereby and forever waive, release and discharge the Employer GroupCompany and its past and present parent, including subsidiary and affiliated corporations, divisions or other related entities, as well as the Employer's/each member of the Employer Group's parentssuccessors, subsidiariesshareholders, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, heirs, predecessors, assigns, agents, employees, shareholdersattorneys and representatives of each of them, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities past or present (collectively, hereinafter the "“Releasees"”) from any and all claims, demandscauses of action, actions, causes of actionsjudgments, obligationsliens, judgmentsdebts, contracts, indebtedness, damages, losses, claims, liabilities, rights, feesinterests and demands of whatsoever kind or character, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether known or unknown, from the beginning suspected to exist or not suspected to exist, anticipated or not anticipated, whether or not heretofore brought before any state or federal court or before any state or federal agency or other governmental entity, which Executive has or may have against any released person or entity by reason of time any and all acts, omissions, events or facts occurring or existing prior to the date of the Employee's execution of this Agreementhereof, including, without limitation, any all claims attributable to the employment of Executive, all claims attributable to the termination of that employment, and all claims arising under any federal, statestate or other governmental statute, local regulation or foreign ordinance or common law, that Releasors may havesuch as, have ever had or may in the future have arising out offor example and without limitation, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights ActAct of 1964, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment ActAct which prohibits discrimination on the basis of age over 40, as amendedand wrongful termination claims, excepting only those obligations expressly recited to be performed hereunder. In light of the Uniform Services Employment and Reemployment Rights Actintention of Executive (for herself, as amendedher agents, the Genetic Information Nondiscrimination Act of 2008heirs, all of their respective implementing regulations successors, assigns, executors and/or any other federal, state, local or foreign law (statutory, regulatory or otherwiseadministrators) that may be legally waived and released; (ii) this release extend to any and all claims for compensation of any type whatsoeverwhatsoever kind or character, including but not limited to claims for salaryknown or unknown, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) Executive expressly waives any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness rights granted by California Civil Code Section 1542 or any other harmanalogous federal or state law or regulation. Section 1542 reads as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, wrongful WHICH IF KNOWN BY HER MUST HAVE MATERIALLY AFFECTED HER SETTLEMENT WITH THE DEBTOR. Notwithstanding the foregoing, nothing in this Agreement shall be construed to prevent Executive from filing a charge with, or retaliatory dischargeparticipating in any proceeding or investigation by, fraudthe Equal Employment Opportunity Commission or affiliated state agency. However, defamationExecutive acknowledges that, slanderin accordance with this Release, libelshe has no right to recover any monies on behalf of herself, false imprisonmenther agents, negligent heirs, successors, assigns, executors and/or administrators in connection with, or intentional infliction of emotional distress; and (iv) any and all claims for monetary as a result of, such charge, investigation, or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsproceeding.

Release. (a) General Release and Waiver of Claims In exchange for the consideration provided in this Agreement, the Employee and his heirs, executors, representatives, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parentsbenefits conferred by this GENERAL RELEASE AGREEMENT, subsidiariesEMPLOYEE (ON BEHALF OF HIMSELF, affiliatesHIS FAMILY MEMBERS, predecessorsHEIRS, successors and assignsASSIGNS, and all of their respective officersEXECUTORS AND OTHER REPRESENTATIVES) RELEASES THE COMPANY AND ITS PAST, directorsPRESENT AND FUTURE PARENTS, employeesSUBSIDIARIES, shareholdersAFFILIATES, trusteesAND ITS AND/OR THEIR PREDECESSORS, partners and OTHER RELATED PERSONS SUCCESSORS, ASSIGNS, AND ITS AND/OR ENTITIESTHEIR PAST, in their corporate and individual capacities PRESENT AND FUTURE OFFICERS, DIRECTORS, EMPLOYEES, OWNERS, INVESTORS, SHAREHOLDERS, ADMINISTRATORS, BUSINESS UNITS, EMPLOYEE BENEFIT PLANS (collectivelyTOGETHER WITH ALL PLAN ADMINISTRATORS, TRUSTEES, FIDUCIARIES AND INSURERS) AND AGENTS (“RELEASEES”) FROM ALL CLAIMS AND WAIVES ALL RIGHTS KNOWN OR UNKNOWN, HE MAY HAVE OR CLAIM TO HAVE RELATING TO HIS EMPLOYMENT WITH THE COMPANY, OR HIS SEPARATION THEREFROM arising before the "Releasees") from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether known or unknown, from the beginning of time to the date of the Employee's execution of this AgreementGENERAL RELEASE AGREEMENT, includingincluding but not limited to claims for: (i) discrimination, without limitation, any claims harassment or retaliation arising under any federal, state, state or local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, laws prohibiting age (including but not limited to (i) any and all claims under Title VII the Age Discrimination in Employment Act of the Civil Rights Act1967 (ADEA), as amended, and the Americans with Disabilities ActOlder Worker Benefit Protection Act of 1990 (OWBPA)), as amendedsex, national origin, race, religion, disability, veteran status or other protected class discrimination, the Family and Medical Leave Act, as amendedamended (FMLA), harassment or retaliation for protected activity; (ii) for compensation, commission payments, bonus payments and/or benefits including but not limited to claims under the Fair Labor Standards Act, the Equal Pay ActAct of 1938 (FLSA), as amended, the Employee Retirement Income Security Act of 1974, as amended (ERISA), the Family and Medical Leave Act, as amended (with respect to unvested benefitsFMLA), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other similar federal, state, and local or foreign law (statutory, regulatory or otherwise) that may be legally waived and releasedlaws; (iiiii) any and all claims for compensation under federal, state or local law of any type nature whatsoever, including but not limited to claims for salaryconstitutional, wagesstatutory (including but not limited to any North Carolina statutes, bonusesand the New Jersey (“NJ”) Law Against Discrimination, commissionsNJ Conscientious Employee Protection Act, incentive compensationNJ Family Leave Act, vacation and/or severanceNJ Equal Pay Act, NJ Smokers’ Rights Law, NJ Genetic Privacy Act, NJ Employer-Employee Relations Act, Right to Know Act, N.J.S.A. 34:5A-17(a) et seq., and N.J.S.A. Title 34, Ch. 11, and any amendments to any of the same); (iii) any and all claims arising under tort, contract and/or quasi-contract common law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of NJ “▇▇▇▇▇▇ claims” and the covenant of good faith New Jersey wage and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distresshour laws; and (iv) attorneys’ fees. Provided, however, that this release does not apply to claims for workers’ compensation benefits or unemployment benefits filed with the applicable state agencies, or to any claim for a breach of this GENERAL RELEASE AGREEMENT. For the purpose of implementing a full and complete release and discharge, Employee expressly acknowledges that this GENERAL RELEASE AGREEMENT is intended to include in its effect, without limitation, all claims for monetary which he does not know or equitable reliefsuspect to exist in his favor at the time of execution hereof, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees and that this GENERAL RELEASE AGREEMENT contemplated the extinguishment of any such claim or expenses, costs and disbursementsclaims.

Release. (a) General Release a. Employee hereby knowingly and Waiver of Claims In exchange for the consideration provided in this Agreement, the Employee and his heirs, executors, representatives, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully voluntarily releases and forever waivedischarges the Company, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's its parents, subsidiaries, affiliates, predecessors, successors and assigns, and all each of their respective its officers, directors, employeesagents, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities employees (collectively, collectively referred to herein as the "“Releasees"”) from any and all claims, demandsliabilities, actionscosts, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) damages of any kind whatsoever (collectivelynature whatsoever, "Claims"), whether both known or and unknown, from under federal, state, or local laws, which he has or may have against the beginning of Releasees for any alleged act or omission which occurred on or at any time prior to the date of the Employee's ’s execution of this Agreement, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, Agreement including, but not limited to, any claims related to: (1) breach of contract, personal injury, or tort including, but not limited to, claims of wrongful discharge, fraud, promissory estoppel, intentional infliction of emotional distress, defamation, and assault; (2) claims, if any, arising out of or in connection with the initiation, termination, or existence of Employee’s employment relationship with Forgent, or any services performed on behalf of Forgent; (3) claims, if any, regarding leave, vacation, bonuses, commissions, stock options, or any other form of payment or benefits attributable to his employment with Forgent; and (i4) employment discrimination on the basis of race, color, gender, disability, religion, national origin, age, or any and all claims other status protected by law including, but not limited to, under Title VII of the Civil Rights ActActs of 1964 and 1991, as amended, the Americans with With Disabilities Act, as amendedthe Age Discrimination in Employment Act (“ADEA”), the Equal Pay Act, the Fair Labor Standards Act, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amendedCOBRA, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, and Sections 1981-1983 of Title 42 of the Age Discrimination in Employment ActUnited States Code. b. Employee warrants that he has not filed any claims, as amendedcomplaints, the Uniform Services Employment charges, or lawsuits against Forgent with any governmental agency or any court, and Reemployment Rights Actagrees never to institute, as amendeddirectly or indirectly, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local action or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation proceeding of any type whatsoeverkind whatsoever against the Releasees based on or arising out of, including and alleged to have been suffered as a consequence of Employee’s employment, discontinuation of employment, or Employee’s relationship to date including, but not limited to, any with the Company. Excluded from this Agreement are any claims which cannot be waived by law. Employee does waive, however, his right to any monetary recovery should any agency pursue any claims for salaryon Employee’s behalf. c. This Agreement specifically includes, wagesbut not by way of limitation, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tortwhich might be asserted by or on behalf of Employee in any suit or claim against the Releasees, contract and/or quasi-contract lawfor or on account of any matter whatsoever, up to and including but not limited the present time. Employee represents and warrants that to the best of his knowledge, no other person or entity, other than Employee, is entitled to assert any claims of breach any kind or character based on or arising out of, and alleged to have been suffered by, in, or as a consequence of an expressed or implied contractEmployee’s employment, tortious interference separation from employment, and Employee’s relationship to date with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsCompany.

Release. Employee ON BEHALF OF HIMSELF, HIS SPOUSE, ATTORNEYS, HEIRS, EXECUTORS, ADMINISTRATORS, AGENTS, ASSIGNS, AND ANY TRUSTS, PARTNERSHIPS AND OTHER ENTITIES UNDER HIS CONTROL (a) General Release and Waiver TOGETHER, THE “EMPLOYEE PARTIES”), HEREBY GENERALLY RELEASES AND FOREVER DISCHARGES each of Claims In exchange for the consideration provided in this AgreementCompany, Holdings, the Employee and his heirsThe Activant Solutions Inc. Severance Plan for Select Employees, executors, representatives, agents, insurers, administratorstheir respective predecessors, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officerspast and present stockholders, members, directors, officers, employees, shareholdersagents, trusteesrepresentatives, partners principals, insurers and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities attorneys (collectively, together the "Releasees"“Activant Companies Parties”) from any and all claims, demands, actionsliabilities, causes of actions, obligations, judgments, rights, feessuits, damages, debtslosses, obligationsexpenses, liabilities and expenses (inclusive attorneys’ fees, obligations or causes of attorneys' fees) action, KNOWN OR UNKNOWN of any kind whatsoever and every nature whatsoever, and WHETHER OR NOT ACCRUED OR MATURED, which any of them have or may have, arising out of or relating to any transaction, dealing, relationship, conduct, act or omission, OR ANY OTHER MATTERS OR THINGS OCCURRING OR EXISTING AT ANY TIME PRIOR TO AND INCLUDING THE EXECUTION DATE OF THIS RELEASE (collectivelyincluding, "Claims"but not limited to, any claim against the Activant Companies Parties based on, relating to or arising under wrongful discharge, breach of contract (whether oral or written), whether known or unknowntort, from the beginning of time to the date fraud (including fraudulent inducement into this Release), defamation, negligence, promissory estoppel, retaliatory discharge, Title VII of the Employee's execution Civil Rights Act of this Agreement1964, as amended, any other civil or human rights law, the Age Discrimination in Employment Act of 1967, Americans with Disabilities Act, Employee Retirement Income Security Act of 1974, as amended, or any other federal, state or local law relating to employment or discrimination in employment, including, without limitation, any claims under any federalthe Texas Commission on Human Rights Act, state, local or foreign law, that Releasors may have, have ever had or may in the future have Texas Worker’s Compensation Act and the Texas Payday Act) arising out ofof or relating to Employee’s employment by the Company or Holdings or the Employment Agreement or his services as an officer or employee of any of the Company, Holdings or any of their subsidiaries, or in any way related otherwise relating to the Employee's hiretermination of such employment or the Employment Agreement; provided, benefitshowever, employment, termination such general release will not limit or separation release the Activant Companies Parities from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to their respective obligations (i) any and all claims under Title VII of the Civil Rights Actthis Agreement, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any under the sections of the Employment Agreement that by their respective terms survive termination, (ii) under the Stock Option Agreement, dated October , 2004 between Holdings and all claims for compensation of any type whatsoeverEmployee, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) in respect of Employee’s services as an officer or director of Company, Holdings or any of their subsidiaries, pursuant to any director and all claims arising under tort, contract and/or quasiofficer indemnification agreements or as provided by law or the certificates of incorporation or by-contract law, including but not limited to claims of breach of an expressed laws (or implied contract, tortious interference with contract or prospective business advantage, breach like constitutive documents) of the covenant of good faith and fair dealingCompany, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness Holdings or any other harm, wrongful of their subsidiaries or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and [(iv) insert at the time of termination a description of any other agreements with the Company that survive Executive’s termination]. Employee, ON BEHALF OF HIMSELF AND THE EMPLOYEE PARTIES, hereby covenants forever not to assert, file, prosecute, maintain, commence, institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Activant Companies Parties in connection with any matter released in this Section 1, and all claims for monetary represents and warrants that no other person or equitable reliefentity has initiated or, including but not limited to attorneys' feesthe extent within his control, back pay, front pay, reinstatement, experts' fees, medical fees will initiate any such proceeding on his or expenses, costs and disbursementstheir behalf.

Release. In consideration for the payments to be made pursuant to the Agreement: (a) General Release Except as set forth in Section 1(b) below, Executive knowingly and Waiver of Claims In exchange for voluntarily releases, acquits and forever discharges the consideration provided Company and the Bank (as defined in this the Agreement) and their current and former respective owners, parents, stockholders, predecessors, successors, assigns, agents, directors, officers, employees, representatives, divisions and subsidiaries (collectively, the Employee “Releasees”) from any and all charges, complaints, claims, liabilities, obligations, promises, agreements, damages, causes of action, suits, rights, costs, losses, debts and expenses of any nature whatsoever, known or unknown, suspected or unsuspected, foreseen or unforeseen, matured or unmatured, against them which the Executive or any of his heirs, executors, representatives, agents, insurers, administrators, successors and assigns (collectively“Executive Persons”) ever had, the "Releasors") irrevocably and unconditionally fully and forever waivenow has or at any time hereafter may have, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) own or hold by reason of any kind matter, fact, or cause whatsoever (collectively, "Claims"), whether known or unknown, from the beginning of time up to and including the date of the Employee's execution of this AgreementTermination Release, including, without limitation, all claims for salary, bonuses, severance pay, vacation pay or any benefits arising under the Employee Retirement Income Security Act of 1974, as amended; any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out ofof sexual harassment, or in any way related to the Employee's hirediscrimination based upon race, benefitscolor, employmentnational origin, termination ancestry, religion, marital status, sexual orientation, citizenship status, medical condition or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims disability under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits)Act of 1964, the Civil Rights Act of 1991, as amendedthe American with Disabilities Act, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification The Consolidated Omnibus Budget Reconciliation Act, as amended, the National The Fair Labor Relations Standards Act, as amended, and any other federal, state or local law relating to employment or termination of employment; any claims of age discrimination under the Age Discrimination in Employment Act, as amended, amended by the Uniform Services Employment and Reemployment Rights Older Workers Benefit Protection Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or or under any other federal, state, state or local or foreign law (statutory, regulatory or otherwise) that may be legally waived and releasedprohibiting age discrimination; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed implied or implied express contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealingpromise, promissory estoppelmisrepresentation, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory dischargenegligence, fraud, estoppel, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress, violation of public policy, wrongful or constructive discharge, or any other employment-related tort; and (iv) any claim for wages, bonus, compensation, stock options, stock appreciation rights, other equity awards, costs, fees, or other expenses, including attorneys fees; and all claims for monetary under any other federal, state or equitable relieflocal laws relating to employment, including but except in any case to the extent such release is prohibited by applicable federal, state and/or local law. (b) Notwithstanding the foregoing, this Release shall not limited be construed so as to attorneys' feesrelease or discharge the Company from its obligations under Sections 8 or 9 of the Agreement. In addition, back paynotwithstanding this Release, front payExecutive shall continue to be covered by the Company’s directors and officers liability insurance and the indemnification provisions of the Company’s governing documents to the extent such insurance and such indemnification provisions are applicable to Executive. (c) Executive represents that he has not filed against the Releasees, reinstatementany complaints, experts' feescharges or lawsuits and covenants and agrees that he will not seek or be entitled to any personal recovery in any court or before any governmental agency, medical fees arbitrator or expensesself-regulatory body against any of the Releasees arising out of any matters set forth in Section 1(a) hereof. If Executive has filed a complaint, costs and disbursementscharge, grievance, lawsuit or similar action, he agrees to remove, dismiss with prejudice or take similar action to eliminate such complaint, charge, grievance, lawsuit or similar action within five (5) days of signing this Termination Release.

Release. (a) General Release and Waiver of Claims In exchange Except for the consideration provided rights and obligations of the Parties specifically set forth in this Agreement, effective as of Closing, Buyer, on its own behalf and on behalf of its Affiliates, to the Employee extent permitted by Law, hereby irrevocably and his heirsunconditionally releases, executorsremises and forever discharges Seller and its Affiliates and all such parties’ past, representativespresent and future shareholders, partners, members, board of directors and/or supervisors, managers, officers, employees, agents, insurers, administrators, successors representatives and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") advisors from any and all suits, legal or administrative proceedings, claims, demands, actionsdamages, losses, costs, Liabilities, interest or causes of actionsaction whatsoever, obligationsat Law or in equity, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether known or unknown, from the beginning of time which Buyer or its Affiliates might now or subsequently may have, based on, relating to the date of the Employee's execution or arising out of this Agreement, includingthe transactions contemplated hereby, without limitationthe ownership, any claims under any federal, state, local use or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII operation of the Civil Rights ActAssets or the condition, quality, status or nature of the Assets, including rights to contribution under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended, breaches of statutory or implied warranties, nuisance or other tort actions, rights to punitive damages, common law rights of contribution and rights under insurance maintained by Seller or any of its Affiliates. (b) Except for the Americans with Disabilities Actrights and obligations of the Parties specifically set forth in this Agreement, effective as of Closing, Seller, on its own behalf and on behalf of its Affiliates, to the extent permitted by Law, hereby irrevocably and unconditionally releases, remises and forever discharges Buyer and its Affiliates and all such parties’ past, present and future shareholders, partners, members, board of directors and/or supervisors, managers, officers, employees, agents, representatives and advisors from any and all suits, legal or administrative proceedings, claims, demands, damages, losses, costs, Liabilities, interest or causes of action whatsoever, at Law or in equity, known or unknown, which Seller or its Affiliates might now or subsequently may have, based on, relating to or arising out of this Agreement, the transactions contemplated hereby, the ownership, use or operation of the Assets or the condition, quality, status or nature of the Assets, including rights to contribution under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act breaches of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed statutory or implied contractwarranties, tortious interference with contract nuisance or prospective business advantageother tort actions, breach rights to punitive damages, common law rights of the covenant of good faith contribution and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness rights under insurance maintained by Buyer or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsits Affiliates.

Release. (a) General Release and Waiver of Claims In exchange for the consideration promises herein which each Party acknowledges as good and valuable consideration, and except as provided in paragraphs 2 and 4 and except with respect to the obligations under this Agreement, including Executive’s obligations with respect to confidentiality as set forth in Section 12, each Party releases and discharges the Employee other Party, and his heirsits past, executorspresent and future parents, representatives, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parentsdivisions, subsidiaries, and affiliates, predecessors, successors and assigns, and all of their respective past, present, and future officers, directors, members, partners, attorneys, employees, shareholdersindependent contractors, trusteesagents, partners clients, employers, attorneys and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities representatives (collectively, the "Releasees"“Released Parties”) from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damagesaction, debts, obligationsdues, liabilities claims and expenses (inclusive demands of attorneys' fees) every name and nature, without limitation, at law, in equity, or administrative, against the Released Parties which each Party may have had, now has, or may have, by reason of any kind whatsoever (collectively, "Claims"), whether known matter or unknown, services provided to the Company in any capacity from the beginning of time up to the date of the Employee's execution Effective Date of this Agreement, includingincluding matters concerning Executive’s Offer Letter, without limitationConfidentiality Agreement, employment and the ending of his employment on the Separation Date Those claims and causes of action from which Executive releases the Released Parties include, but are not limited to, any claims known or unknown claim or action sounding in tort, contract, and discrimination of any kind, and/or any cause of action arising under any federal, state, state or local statute or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matterordinance, including, but not limited to (i) any and all claims under to, Title VII of the Civil Rights Act of 1964, as amended, the Age Discrimination in Employment Act (including the Older Worker Benefit Protection Act), as amended, the Americans with With Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards The Employee Retirement Income Security Act, as amended, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), Section 1981 of the Civil Rights Act of 19911866, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, Article 49B of the National Labor Relations ActMaryland Code, as amended, the Age Discrimination in Employment Actand any other employee-protective law of any jurisdiction that may apply, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims claim for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical ’ fees or expensescosts, costs whether presently accrued, accruing to, or to accrue to Executive on account of, arising out of, or in any way connected with any acts or activities by Executive or the Released Parties arising up to the Effective Date of this Agreement. Each party expressly acknowledges that no claim or cause of action against the Released Parties from the beginning of time to the Effective Date of this Agreement (other than as provided in paragraphs 2 and disbursements4) shall be deemed to be outside the scope of this Agreement whether mentioned herein or not.

Release. (a) General Release and Waiver of Claims In exchange Employee, for the consideration provided in this Agreement, the Employee himself and his heirs, executors, representatives, agents, insurers, administrators, successors and assigns (collectivelyhereinafter collectively referred to as the “Releasors”), hereby fully releases and discharges the "Releasors") irrevocably Company and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's its parents, subsidiaries, affiliates, predecessorsinsurers, successors and assigns, and all of their respective officers, directors, employees, shareholdersrelated parties and agents (all such persons, trusteesfirms, partners corporations and OTHER RELATED PERSONS OR ENTITIESentities being deemed beneficiaries hereof and are referred to herein as the “Related Parties”), in their corporate and individual capacities (collectively, the "Releasees") from any and all claims, demands, actions, causes of actionsaction, claims, obligations, judgmentscosts, rightslosses, feesliabilities, damages, debts, obligations, liabilities damages and expenses (inclusive demands of attorneys' fees) of any kind whatsoever (collectively, "Claims")character, whether known or unknownnot known, suspected or claimed, which the Releasors have, from the beginning of time through the date on which Employee signs this Release, including, but not limited to, (a) any and all claims or rights arising out of, or which might be considered to arise out of or to be connected in any way with, Employee’s relationship with the Company and its past, current and future parents, subsidiaries and affiliates (collectively, the “Company Entities”) or the termination of Employee’s relationship with the Company Entities; (b) any claims under any contracts, agreements or understandings Employee may have with any of the Related Parties, written or oral, at any time prior to the date hereof (including, but not limited to, under the Employment Agreement and/or the CIC Agreement); (c) with respect to any claims (including proofs of claims) asserted against the Employee's execution Company or any of this Agreementits affiliated debtors in possession in their pending Chapter 11 cases; and (d) any claims or causes of action arising under any federal, state or local law, rule or ordinance, tort, express or implied contract, public policy, or any other obligation, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights ActAct of 1964, as amendedthe Civil Rights Act of 1866, the Civil Rights Act of 1991, the Americans with With Disabilities Act, as amended, the Family and Medical Leave Act, as amendedthe Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act of 1974, the Vietnam Era Veterans Readjustment Act of 1974, the Immigration Reform and Control Act of 1974, the Labor Management Relations Act, as amended (with respect to unvested benefits)the National Labor Relations Act, the Civil Rights Occupational Safety and Health Act, the Rehabilitation Act of 19911973, as amendedthe Uniformed Services Employment and Reemployment Rights Act, Section 1981 of U.S.C. Title 42the Worker Adjustment and Retraining Notification Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, and the Code, all as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, statestate or local labor laws, local wage and hour and wage payment laws, employee relations and/or fair employment practices laws, any public policy, any claim for misrepresentation, defamation or foreign law invasion of privacy, any claim for compensation, wages, commissions, bonuses, royalties, equity-based awards, deferred compensation, other monetary or equitable relief, vacation, personal or sick time, other fringe benefits, attorneys’ fees, or any tangible or intangible property of Employee’s that remains with the Company, and any other applicable laws, regulations and rules, whether arising under any contract (statutoryexpress or implied), regulatory agreement, statute, regulation, ordinance, common law, public policy or otherwiseany other source. Employee specifically intends this Release to be the broadest possible release permitted under law. Notwithstanding the foregoing, Employee shall not be deemed to have released (i) that any obligations undertaken within the Letter Agreement, this Release or any future claims Employee may be legally waived and releasedhave arising from or related to a breach of the Letter Agreement or this Release; (ii) any claims to indemnification to which Employee may be entitled under the Company’s certificate of incorporation, bylaws, indemnification agreements, directors and all claims for compensation officers insurance policies, or applicable law with respect to the period of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severanceEmployee’s employment; (iii) any and all claims arising under tort, contract and/or quasi-contract or rights which cannot be waived by law, including but not limited Employee’s right to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distressworkers compensation; and (iv) any vested and all non-forfeitable benefits under any employee benefit plans; and (v) claims for monetary or equitable relief, including but not limited related to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsfacts concealed by the Company.

Release. (a) General Release Executive waives any claims he may have for employment by the Company and Waiver agrees not to seek such employment or reemployment by the Company in the future. Further, in consideration of Claims In exchange for the consideration payments and benefits to be provided in this by the Company pursuant to the Employment Agreement, the Employee Executive, on behalf of himself and his heirs, executors, representativesdevisees, successors and assigns, knowingly and voluntarily releases, remises, and forever discharges the Company and its parents, subsidiaries or affiliates, together with each of their current and former principals, officers, directors, stockholders, agents, insurersrepresentatives and employees, administratorsand each of their heirs, executors, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive“Releasees”), release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all claimsdebts, demands, actions, causes of actionsaction, obligationsaccounts, judgmentscovenants, rightscontracts, feesagreements, claims, damages, debtsomissions, obligationspromises, and any and all claims and liabilities whatsoever, of every name and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectivelynature, "Claims"), whether known or unknown, suspected or unsuspected, both in law and equity (“Claims”), which Executive ever had, now has, or may hereafter claim to have against the Releasees by reason of any matter or cause whatsoever arising from the beginning of time to the date time he signs this Agreement (the “General Release”). This General Release of the Employee's execution Claims shall apply to any Claim of this Agreementany type, including, without limitation, any claims and all Claims of any type that Executive may have arising under any federal, state, local or foreign the common law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits)Act of 1964, the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42the Older Workers Benefit Protection Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Americans With Disabilities Act of 1967, the Family and Medical Leave Act of 1993, the Employee Retirement Income Security Act of 1974, and the Sarbanes‑Oxley Act of 2002, each as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law statutes, regulations, ordinances or common law, or under any policy, agreement, contract, understanding or promise, written or oral, formal or informal, between any of the Releasees and Executive, and shall further apply, without limitation, to any and all Claims in connection with, related to or arising out of Executive’s employment relationship, or the termination of his employment, with the Company. (statutoryb) For the purpose of implementing a full and complete release, regulatory Executive understands and agrees that this Agreement is intended to include all claims, if any, which Executive or otherwisehis heirs, executors, devisees, successors and assigns may have and which Executive does not now know or suspect to exist in his favor against the Releasees, from the beginning of time until the time he signs this Agreement, and this Agreement extinguishes those claims. (c) In consideration of the promises of the Company set forth in the Employment Agreement, Executive hereby releases and discharges the Releasees from any and all Claims that Executive may be legally waived have against the Releasees arising under the Age Discrimination Employment Act of 1967, as amended, and released; the applicable rules and regulations promulgated thereunder (“ADEA”). Executive acknowledges that he understands that the ADEA is a federal statute that prohibits discrimination on the basis of age in employment, benefits and benefit plans. Executive also understands that, by signing this Agreement, he is waiving all Claims against any and all of the Releasees. (d) This General Release shall not apply to (i) any obligation of the Company pursuant to the Employment Agreement, (ii) any and all claims for compensation benefit to which Executive is entitled under any tax qualified pension plan of the Company or its affiliates, COBRA continuation coverage benefits, vested benefits under other benefit plans of the Company or its affiliates or any type whatsoeverother welfare benefits required to be provided by statute, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tortclaim related to acts, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed omissions or implied contract, tortious interference with contract or prospective business advantage, breach of events occurring after the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; date this Agreement is signed by Executive and (iv) any right as a former employee of the Company that Executive may have to indemnification under the bylaws of the Company or under any directors and all claims for monetary or equitable relief, including but officers liability insurance policy then applicable to him. Capitalized words not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsotherwise defined herein have the meanings assigned thereto in the Employment Agreement.

Release. (a) Employee's General Release and Waiver of Claims In exchange for the consideration provided in this Agreement, the Employee and his the Employee's heirs, executors, representatives, administrators, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release release, and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors successors, and assigns, and all each of its and their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIESpartners, in their corporate and individual capacities (collectively, the "ReleaseesReleased Parties") ), from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities liabilities, and expenses (inclusive of attorneys' fees) of any kind whatsoever whatsoever, whether known or unknown (collectively, "Claims"), whether known or unknown, from the beginning of time to the date of the Employee's execution of this Agreement, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have or have ever had or may in against the future have arising out ofReleased Parties, or in any way related to the Employee's hireof them, benefits, employment, termination or separation from employment with the Employer Group and by reason of any actual or alleged act, omission, transaction, practice, conduct, occurrence occurrence, or other mattermatter from the beginning of time up to and including the date of the Employee's execution of this Agreement, including, but not limited to to: (i) any and all claims under Title VII of the Civil Rights Act, as amendedAct of 1964 (Title VII), the Americans with Disabilities Act, as amendedAct (ADA), the Family and Medical Leave Act, as amendedAct (FMLA) (regarding existing but not prospective claims), the Fair Labor Standards ActAct (FLSA), the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended Act (with respect to ERISA) (regarding unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Fair Credit Reporting Act of 2002, as amended(FCRA), the Worker Adjustment and Retraining Notification (WARN) Act, as amended, the National Labor Relations Act, as amendedAct (NLRA), the Age Discrimination in Employment Act, as amendedAct (ADEA), the Uniform Services Employment and Reemployment Rights Act, as amendedAct (USERRA), the Genetic Information Nondiscrimination Act of 2008(▇▇▇▇), the Immigration Reform and Control Act (IRCA), all of including any amendments and their respective implementing regulations and/or regulations, and any other federal, state, local local, or foreign law (statutory, regulatory regulatory, or otherwise) that may be legally waived and released; however, the identification of specific statutes is for purposes of example only, and the omission of any specific statute or law shall not limit the scope of this general release in any manner; (ii) any and all claims under the Wisconsin Fair Employment Act (WFEA), the Wisconsin Wage Claim and Payment Law, the Wisconsin Business Closing and Mass Layoff Law, the Wisconsin Cessation of Benefits Law, the Wisconsin Family and Medical Leave Law (WFMLL), the Wisconsin Personnel Records Statute, the Wisconsin Employment Peace Act (WEPA), all including any amendments and their respective implementing regulations, and any other state or local law (statutory, regulatory, or otherwise) that may be legally waived and released; however, the identification of specific statutes is for purposes of example only, and the omission of any specific statute or law shall not limit the scope of this general release in any manner; (iii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; vacation, and severance that may be legally waived and released; (iiiiv) any and all claims arising under tort, contract and/or contract, and quasi-contract law, including but not limited to claims of breach of an expressed express or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, violation of biometric and data privacy laws, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, and negligent or intentional infliction of emotional distress; and and (ivv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursements, punitive damages, liquidated damages, and penalties. However, this general release and waiver of claims excludes, and the Employee does not waive, release, or discharge: (A) any right to file an administrative charge or complaint with, or testify, assist, or participate in an investigation, hearing, or proceeding conducted by, the Equal Employment Opportunity Commission or similar state or local administrative agencies, although the Employee waives any right to monetary relief related to any such filed charge or administrative complaint; (B) claims that cannot be waived by law, such as claims for unemployment benefit rights and workers' compensation; (C) indemnification rights the Employee has against the Employer; and (D) any rights to vested benefits, such as pension or retirement benefits, the rights to which are governed by the terms of the applicable plan documents and award agreements. The Releasors specifically waive the protections of any law which provides that a general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.

Release. (a) General Release and Waiver of Claims In exchange for the consideration provided in Settlement Sum, Employee agrees to, and by signing this AgreementAgreement does, the Employee waive and his heirsrelease all claims (known and unknown) which he might otherwise have had against Mindspeed and each of its past and present employees, executorsofficers, directors, agents, representatives, agentsattorneys, insurers, administratorsrelated entities, successors assigns, successors, and assigns predecessors of Mindspeed, and all persons acting by, through, under or in concert with any of them (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive“Releasees”), release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all charges, complaints, claims, demandsliabilities, obligations, promises, agreements, controversies, damages, actions, causes of actionsaction, obligations, judgmentssuits, rights, feesdemands, damagescosts, debtslosses, obligations, liabilities debts and expenses (inclusive of including back wages, and attorneys' fees’ fees and costs actually incurred) of any kind whatsoever (collectivelynature whatsoever, "Claims"), whether known or unknown, from the beginning suspected or unsuspected, including, but not limited to, rights arising out of time alleged violations of any contract, express or implied (including but not limited to the date any contract of the Employee's execution employment, partnership, independent contractor, fiduciary, special or confidential relationship); any covenant of this Agreementgood faith and fair dealing (express or implied); any tort, including fraud and deceit, negligent misrepresentation, promise without intent to perform, conversion, breach of fiduciary duty, defamation, libel, slander, invasion of privacy, negligence, intentional or negligent infliction of emotional distress, malicious prosecution, abuse of process, intentional or negligent interference with prospective economic advantage and conspiracy; any “wrongful discharge” and “constructive discharge” claims; any claims relating to any breach of public policy; any violations or breaches of corporate by-laws; any legal restrictions on Mindspeed’s right to terminate employees or take other employment actions; or any federal, state, local, municipal or other governmental statute, regulation or ordinance, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act of 1964, the California Fair Employment and Housing Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, Act (collectively “Claim” or “Claims”) arising prior to the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act execution of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsthis Agreement.

Release. (a) General Release and Waiver of Claims In exchange for the consideration provided in this Agreement, the Employee and his Homestore and their respective heirs, executors, representatives, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, hereby fully and all of forever release each other and their respective officersheirs, directorsexecutors, employeessuccessors, shareholdersagents, trusteesofficers and directors from and agree not to ▇▇▇ concerning, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all claims, demands, actions, causes of actions, obligations, judgmentsduties, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive causes of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether known action that they may possess based upon or unknown, from the beginning of time to the date arising out of the following: (i) any contention that Employee's execution termination was as a result of this Agreementanything or any cause or any basis other than the Acknowledged Basis of Termination; (ii) any and all claims relating to or arising from Employee's termination of his employment with Homestore and any and all claims relating to, includingor arising from, without limitationEmployee's right to purchase, or actual purchase of, shares of stock of Homestore; (iii) any and all claims under for wrongful discharge of employment; termination in violation of public policy or discrimination; (iv) any and all claims that such termination was in violation of any federal, state, local state or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other mattermunicipal statute, including, but not limited to (i) any and all claims under to, Title VII of the Civil Rights ActAct of 1964, as amendedthe Civil rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amendedAct of 1990, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, Older Workers Benefit Protection Act and the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services California Fair Employment and Reemployment Rights Housing Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law ; (statutory, regulatory or otherwise) that may be legally waived and released; (iiv) any and all claims for compensation of that such termination violated the federal, or any type whatsoeverstate, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; constitution; (iiivi) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or that such termination violated any other harm, wrongful laws and regulations relating to employment or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distressemployment discrimination; and and (ivvii) any and all claims for monetary or equitable relief, including but not limited that such termination has entitled Employee to attorneys' feesfees and costs, back payexcept to the extent set forth in the Employment Agreement. This Release does not extend to, front payand does not result in, reinstatementa waiver or release of any of the following: (a) any claim by Employee for workers' compensation or unemployment benefits; (b) Employee's rights to indemnity under the Indemnity Agreement signed by the parties, experts' feesas well as under Labor Code section 2802; (c) Employee's right to exercise his stock options under any and all stock option grants made to him by Homestore pursuant to Section 5 of the Employment Agreement; (d) all rights and benefits to which Employee is entitled under the Employment Agreement, medical fees the Indemnity Agreement, the Indemnification Resolutions, and any employee or expenseswelfare benefit plan of Homestore or any other agreement, costs whether oral or written, between the Employee and disbursementsHomestore; and (e) any other rights and benefits not expressly released hereunder. Employee and Homestore acknowledge that they have been advised by legal counsel and are familiar with Section 1542 of the Civil Code of the State of California, which states: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS SET FORTH IN (i) THROUGH (vii) ABOVE WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR. Employee expressly waives any right or benefit that he has or may have under Section 1542 of the California Civil Code or any similar provision of the statutory or non-statutory law of any other jurisdiction, including Delaware.

Release. Effective on receipt of the Transaction Bonus, Employee, for himself or herself and his or her estate, executor, administrator and permitted assigns (a) General Release each, an “Employee Releasor”), hereby voluntarily, unconditionally, irrevocably and Waiver of Claims In exchange for absolutely releases, acquits and forever discharges, to the consideration provided in this Agreementfullest extent permitted by law, the Employee Company and his heirsits parents, executorsand each of their respective subsidiaries and affiliates, and each of their respective current, former and future managers, officers, directors, equityholders, partners, affiliates, agents, owners, members, representatives, agentsemployees, insurersattorneys, administrators, successors insurers and assigns benefit plans (collectively, the "Releasors") irrevocably and unconditionally fully all administrators and forever waive, release and discharge the Employer Group, including the Employer's/each member fiduciaries of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assignsany such benefit plans), and all of their respective officerspredecessors, directorssuccessors, employees, shareholders, trustees, partners heirs and OTHER RELATED PERSONS OR ENTITIES, assigns in their corporate personal and individual representative capacities (collectivelyeach, the "Releasees"a “Company Releasee”) of, from and against any and all claims, demandsliability, actions, causes of actionsaction, obligationscontroversies, crossclaims, counterclaims, compensatory damages, liquidated damages, punitive or exemplary damages, any other damages, claims for costs and attorneys’ fees, losses or liabilities of any nature whatsoever in law or in equity, demands, damages, judgments, rights, fees, damages, debts, obligationsdues and suits of every kind, liabilities nature and expenses (inclusive of attorneys' fees) of any kind description whatsoever (collectively, "“Claims"”), whether known which such Employee Releasor ever had, now has or unknownmay have on or by reason of any matter, from the beginning of time cause or thing whatsoever arising prior to the date of the Employee's execution of this Agreement, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matterhereof, including, but not limited to to, any allegation, Claim or violation arising under any federal, state or local civil or human rights law, or under any other local, state or federal law (i) any and all claims including, but not limited to, under Title VII of the Civil Rights ActAct of 1964, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), ; the Civil Rights Act of 1991; the Equal Pay Act of 1963, as amended; the Americans with Disabilities Act of 1990; the Family and Medical Leave Act of 1993; the Worker Adjustment Retraining and Notification Act), or under any public policy, contract or tort, or under common law, or under any policies, practices or procedures of the Company or any Company Releasees, or for wrongful discharge, breach of contract, infliction of emotional distress or defamation, or for costs, fees or other expenses, including attorneys’ fees incurred in these matters; provided, however, that this release does not extend to any claim to enforce the terms of, and Employee’s rights under, (a) this Agreement, (b) any claim for benefits under the Employee Retirement Income Security Act of 1974, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or (c) with respect to any other federal, state, local or foreign law (statutory, regulatory or otherwise) compensatory arrangement between Employee and the Company that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but has not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach been paid in full as of the covenant date hereof, or (d) if Employee is or was an officer or director of good faith the Company, any rights of Employee to indemnification under the Company’s organizational documents. Employee, on his or her own behalf and fair dealingon behalf of all other Employee Releasors, promissory estoppelagrees not to assert any such claims against any Company Releasee. THIS RELEASE INCLUDES MATTERS ATTRIBUTABLE TO THE SOLE OR PARTIAL NEGLIGENCE (WHETHER GROSS OR SIMPLE) OR OTHER FAULT, detrimental relianceINCLUDING STRICT LIABILITY, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsOF ANY OF THE COMPANY RELEASEES.

Release. (a) General Release On behalf of herself and Waiver of Claims In exchange for the consideration provided in this Agreementher agents, the Employee and his heirs, executors, representatives, agents, insurers, administrators, successors and assigns (collectivelyassigns, the "Releasors") irrevocably and unconditionally fully Executive hereby releases and forever waivedischarges the Company, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, any and all of their respective the affiliates (excluding members), officers, directors, employees, shareholdersagents, trusteescounsel, partners and OTHER RELATED PERSONS OR ENTITIESsuccessors and assigns of the Company, in their corporate and individual capacities (collectively, the "Releasees") from any and all complaints, claims, demands, damages, lawsuits, actions, and causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims")action, whether known known, unknown or unknownunforeseen, from arising out of or in connection with any event, transaction or matter occurring or existing prior to or at the beginning time of time to the date of the Employee's her execution of this AgreementRelease, includingwhich she has or may have against any of them for any reason whatsoever in law or in equity, without limitation, any claims under any federal, state, local local, or foreign other law, that Releasors may havewhether the same be upon statutory claim, have ever had contract, tort or may in other basis, including without limitation any and all claims arising from or relating to her employment or the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from of her employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, and all claims relating to any employment contract (including but not limited to her Employment Agreement), any employment statute or regulation, or any employment discrimination law, including without limitation the Age Discrimination in Employment Act of 1967 (i) any and all claims under “ADEA”), the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act, as amendedAct of 1964, the Americans with Disabilities ActAct of 1990, the Civil Rights Act of 1866 and the Equal Pay Act of 1963, all as amended, all state and local laws, regulations and ordinances prohibiting discrimination in employment, and other laws and regulations relating to employment, including but not limited to the Family and Medical Leave Act, as amended, Act and the Fair Labor Standards Act, all as amended. The Executive agrees, without limiting the Equal Pay Actgenerality of the above release, not to file any claim or lawsuit seeking damages or other relief and asserting any claims that are lawfully released in this paragraph. The Executive further hereby irrevocably and unconditionally waives any and all rights to recover any relief and damages concerning the claims that are lawfully released in this paragraph. The Executive represents and warrants that she has not previously filed or joined in any such claims against the Company or any of its affiliates, and that she has not given or sold any portion of any claims released herein to anyone else, and that she will indemnify and hold harmless the persons and entities released herein from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer. THE EXECUTIVE HEREBY ACKNOWLEDGES AND AGREES THAT THIS RELEASE IS A GENERAL RELEASE (EXCEPT AS PROVIDED HEREIN) AND THAT BY SIGNING THIS RELEASE, THE EXECUTIVE IS SIGNING AND AGREEING TO THIS RELEASE. Notwithstanding any term or provision of this Release or the Employment Agreement to the contrary, and specifically notwithstanding the foregoing releases, this Release does not relate to, and the Executive does not release, any rights the Executive may have with respect to any of the following: (a) any claim of the Executive for the payments and benefits due to her under the Employment Agreement and this Release; (b) any contribution, indemnity, or other claim the Executive may have under the Charter or Bylaws of the Company (or any successor or similar provision), under any applicable policy of insurance, or under applicable law as a result of any action, suit or proceeding (whether civil, criminal, administrative or investigative) by reason of the fact that the Executive is or was a director, officer, executive or agent of the Company or serves or served any other enterprise at the request of the Company; (c) any claim relating solely to the validity of this Release under the ADEA, as amended, ; (d) any non-waivable right to file a change with the Employee Retirement Income Security Act, as amended U.S. Equal Employment Opportunity Commission; or (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or e) any other federal, state, local or foreign law (statutory, regulatory or otherwise) rights that may not be legally waived and released; (ii) any and all claims for compensation as a matter of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursements.

Release. (a) General Release and Waiver of Claims In exchange Executive, for the consideration provided in this Agreementhimself, the Employee and his heirs, personal representatives, executors, representatives, agentsadministrators, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessorsattorneys, successors and assigns, does hereby waive, release and forever discharge Company, all of present and former subsidiaries, parents, affiliates, and related entities, their respective officerssuccessors, directorsassigns, present and former agents, representatives, managers, employees, officers, shareholders, trusteesprincipals, partners partners, investors, insurers, attorneys, directors and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities trustees (collectivelyhereinafter, the "Releasees"“Released Parties”) from any and all claims, demands, rights, damages, costs, losses, suits, actions, causes of actions, obligationsaction, judgments, rights, attorney’s fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectivelynature whatsoever, "Claims")in law or equity, whether known or unknown, from the beginning of unknown (“Claims”) arising at any time prior to and through the date of the Employee's execution of this AgreementAgreement that might have been asserted against them by Executive, or on his behalf, including, without limitationbut not limited to, any claims Claims that may have been asserted by or on behalf of Executive relating to his employment by Company or his separation from employment, including without limitation lost wages, reinstatement, back or front pay, bonuses, profit sharing plans, retirement plans or any benefits plans of any type or nature, all Claims for discrimination, harassment, or retaliation of any type under any federal, state, state or local or foreign law, that Releasors may haveordinance or regulation, have ever had all Claims under federal, state or may in the future have arising out oflocal whistleblower or employment laws or occupational, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group safety and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matterhealth laws, including, but not limited to (i) any and all claims under the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act or the Americans with Disabilities Act Amendments Act, the Federal Rehabilitation Act of 1973, the Equal Pay Act, Title VII of the Civil Rights Act, as amendedAct of 1964, the Americans with Disabilities Civil Rights Act of 1991, the Genetic Information and Nondiscrimination Act, as amended, the Family and Medical Leave Act, the Occupational Safety and Health Act, as amended, and all whistleblower statutes administered by the U.S. Occupational Safety & Health Administration, including but not limited to the Consumer Product Safety Improvement Act and the Sarbanes Oxley Act, the False Claims Act, the Executive Retirement Income Security Act of 1974, to the extent that claims under that statute may be waived, the National Labor Relations Act, the Labor Management Relations Act, Sections 1981 through 1988 of Title 42 of the 1 The Company reserves the right to modify this form to the extent it determined to be necessary or advisable to comply with and be maximally enforceable under application law and for any changes in law or legal interpretation. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Code, the Immigration Reform Control Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, to the Employee Retirement Income Security Actextent that such claims may be waived, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amendedKRS Chapter 337, the Worker Adjustment and Retraining Notification Act of 1988, the Consolidated Omnibus Budget Reconciliation Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Uniformed Services Employment and Reemployment Rights Act, as amended, and the Genetic Information Nondiscrimination Act of 2008Kentucky Civil Rights Act, all of their respective implementing regulations and/or KRS Chapter 344, the Kentucky Equal Opportunity Act, KRS 207.130 to KRS 207.240, or any other federal, state, state or local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims regulation, ordinance, or other enactment, as well as any Claims for intentional or negligent infliction of breach of an expressed or implied contractemotional distress, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliancedefamation, invasion of privacy, nonphysical injury, personal injury or sickness or any other harmtortious interference with contractual relations, wrongful or retaliatory discharge, fraudconstructive discharge, defamationoutrage, slanderloss of consortium, libelpromissory estoppel, false imprisonmentpublic policy, negligent and any contract, tort or intentional infliction other common law Claims for damages or equitable Claims, except for any Claims arising under this Agreement. Executive understands and agrees that certain facts in respect of emotional distress; which this Agreement is made may be hereafter known to be other than or different from the facts now known or believed to be true. Executive acknowledges that he has had the opportunity to discover and (iv) acquire any and all claims for facts with respect to this Agreement, if any, and Executive expressly accepts and assumes the risk that the facts may be different than he understands or believes them to be, and he hereby agrees that all terms, without limitation or exception, of this Agreement shall in all respects be effective, binding, and not subject to termination or rescission because of any such difference in facts, without regard to the nature of such facts or the reason or reasons why such facts were not discovered until after the execution of this Agreement. Executive retains the right to initiate or cooperate in any Equal Employment Opportunity Commission or other administrative charge or investigation which cannot be legally waived, but Executive gives up the right to recover any monetary or equitable relief, including but damages from any Released Party as a result of such a charge. Company agrees that Executive is not limited releasing any claim that the law does not permit Executive to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsrelease.

Release. a. In consideration of the payments and benefits to be provided by the Company pursuant to the Employment Agreement dated as of June 29, 2015 by and between the Company and Executive (a) General Release the “Employment Agreement”), Executive waives any claims he may have for employment by the Company and Waiver agrees not to seek such employment or reemployment by the Company in the future. Further, in consideration of Claims In exchange for the consideration payments and benefits to be provided in this by the Company pursuant to the Employment Agreement, the Employee Executive, on behalf of himself and his heirs, executors, representativesdevisees, successors and assigns, knowingly and voluntarily releases, remises, and forever discharges the Company and its parents, subsidiaries or affiliates, together with each of their current and former principals, officers, directors, shareholders, agents, insurersrepresentatives and employees, administratorsand each of their heirs, executors, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive“Releasees”), release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all claimsdebts, demands, actions, causes of actionsaction, obligationsaccounts, judgmentscovenants, rightscontracts, feesagreements, claims, damages, debtsomissions, obligationspromises, and any and all claims and liabilities whatsoever, of every name and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectivelynature, "Claims"), whether known or unknown, suspected or unsuspected, both in law and equity (“Claims”), which Executive ever had, now has, or may hereafter claim to have against the Releasees by reason of any matter or cause whatsoever arising from the beginning of time to the date time he signs this Agreement (the “General Release”). This General Release of the Employee's execution Claims shall apply to any Claim of this Agreementany type, including, without limitation, any claims and all Claims of any type that Executive may have arising under any federal, state, local or foreign the common law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits)Act of 1964, the Civil Rights Act of 1991, as amendedthe Older Workers Benefit Protection Act, Section 1981 the Americans With Disabilities Act of U.S.C. Title 421967, the Family and Medical Leave Act of 1993, the Employee Retirement Income Security Act of 1974, and the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, each as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law statutes, regulations, ordinances or common law, or under any policy, agreement, contract, understanding or promise, written or oral, formal or informal, between any of the Releasees and Executive, and shall further apply, without limitation, to any and all Claims in connection with, related to or arising out of Executive’s employment relationship, or the termination of his employment, with the Company. b. For the purpose of implementing a full and complete release, Executive understands and agrees that this Agreement is intended to include all claims, if any, which Executive or his heirs, executors, devisees, successors and assigns may have and which Executive does not now know or suspect to exist in his favor against the Releasees, from the beginning of time until the time he signs this Agreement, and this Agreement extinguishes those claims. c. In consideration of the promises of the Company set forth in the Employment Agreement, Executive hereby releases and discharges the Releasees from any and all Claims that Executive may have against the Releasees arising under the Age Discrimination Employment Act of 1967, as amended, and the applicable rules and regulations promulgated thereunder (statutory“ADEA”). Executive acknowledges that he understands that the ADEA is a federal statute that prohibits discrimination on the basis of age in employment, regulatory or otherwisebenefits and benefit plans. Executive also understands that, by signing this Agreement, he is waiving all Claims against any and all of the Releasees. d. This General Release shall not apply to (i) that may be legally waived and released; any obligation of the Company pursuant to the Employment Agreement, (ii) obligations of the Company to indemnify and defend Executive, to the fullest extent permitted by applicable law and by its or their Articles of Association and/or Incorporation and by-laws or the applicable equivalent governing documents with respect to any and all claims for compensation which arise from or relate to Executive’s duties as an officer, member of the Board (and any other board of directors (or equivalent governing entity) of any type whatsoeverof their affiliates), including but not limited employee of the Company, and duties performed in connection with the offices of the Company and its subsidiaries held by Executive, or as a fiduciary of any employee benefit plan or a similar capacity with any other entity for which Executive is performing services at the Company’s request, including, without limitation, any rights to claims for salarycontinuing directors’ and officers’ liability insurance to the same extent as the Company covers its other officers and directors, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising benefit to which Executive is entitled under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach any tax qualified pension plan of the covenant Company or its affiliates, COBRA continuation coverage benefits, vested benefits under other benefit plans of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury the Company or sickness its affiliates or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; welfare benefits required to be provided by statute and (iv) any and all claims for monetary claim related to acts, omissions or equitable relief, including but events occurring after the date of this Agreement is signed by Executive. Capitalized words not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsotherwise defined herein have the meanings assigned thereto in the Employment Agreement.

Release. I, [INSERT NAME], do hereby release and discharge [NAME OF EMPLOYER] (a) General Release the “Employer”), each of its partners, and Waiver each of Claims In exchange for the consideration provided in this Agreementtheir subsidiaries’, the Employee stockholders’, equityholders’ and his heirssubsidiaries’ officers, executorsdirectors, members, managers, partners, stockholders, employees, representatives, agents, insurers, administrators, successors agents and assigns affiliates (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the “Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assignsAffiliates”, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees"each an “Employer Affiliate”) from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, demands or liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims")whatsoever, whether known or unknownunknown or suspected to exist by me, which I ever had or may now have against any Employer Affiliate, from the beginning of time to the date Effective Date of the Employee's execution of this Agreementletter (including its attachments), including, without limitation, any claims under claims, demands or liabilities in connection with my employment, including wrongful termination, constructive discharge, breach of express or implied contract, unpaid wages, benefits, attorneys fees or pursuant to any federal, state, or local or foreign lawemployment laws, that Releasors may have, have ever had or may in the future have arising out ofregulations, or in any way related to the Employee's hireexecutive orders prohibiting inter alia, benefitsage, employmentrace, termination or separation from employment with the Employer Group color, sex, national origin, religion, handicap, veteran status, and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matterdisability discrimination, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amendedwithout limitation, the Age Discrimination in Employment Act, Title VII of the Civil Rights Act of 1964, as amendedamended by the Civil Rights Act of 1991, the Uniform Services Employment and Reemployment Civil Rights Act, as amendedAct of 1866, the Genetic Information Nondiscrimination Employee Retirement Income Security Act of 20081974, all any state statute relating to employee benefits or pensions and the Americans with Disabilities Act of their respective implementing regulations 1990. This Release does not waive rights or claims that may arise after the Effective Date, and does not waive rights or claims for indemnification rights (if any) as a former officer or director of the Employer or any of the other Employer Affiliates, any claims for benefits under any directors’ and officers’ liability policy or other insurance policy maintained by the Employer in accordance with the terms of such policy, any rights to accrued but unpaid base salary and expense reimbursement and any rights and/or interests directly or indirectly under or arising from my Employment Agreement and/or the Acquisition Agreement and/or any other federalagreements, state, local instruments or foreign law (statutory, regulatory other documents between or otherwise) that may be legally waived and released; (ii) among any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed one or implied contract, tortious interference with contract or prospective business advantage, breach more of the covenant of good faith Employer Affiliates, on the one hand, and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness me or any of my affiliates, on the other harmhand, wrongful that by their terms survive the termination of my employment (collectively, “Preserved Claims”). I fully understand that, if any fact with respect to which this Release is executed is found hereafter to be other than or retaliatory dischargedifferent from the facts in that connection believed by me to be true, fraud, defamation, slander, libel, false imprisonment, negligent I expressly accept and assume the risk of such possible difference in fact and agree that the release set forth herein shall be and remain effective notwithstanding such difference in fact. I acknowledge and agree that no consideration other than as provided for by the letter to which this release is an attachment has been or intentional infliction will be paid or furnished by any Employer Affiliate with respect to the delivery of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsthis letter.

Release. (a) General Release and Waiver of Claims In exchange for the consideration provided consideration, promises, and covenants contained in this Release Agreement, and the Employee sum of One Hundred Dollars ($100.00), Executive, on behalf of himself and his heirs, executorsrespective agents, representatives, agentsattorneys, insurersassigns, heirs, executors and administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully hereby releases and forever waivedischarges the Company and all of its past, release present and discharge the Employer Groupfuture owners, including the Employer's/each member of the Employer Group's parentspartners, shareholders, parent companies, subsidiaries, affiliates, and insurers, and each of their respective past, present and future directors, officers, shareholders, agents, representatives, employees, insurers, attorneys, predecessors, successors successors, heirs, and assigns, and any and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities them (collectively, the "Releasees") “Released Parties”), from any and all claims, demandsliability, actions, causes of actionsaction, claims, charges, complaints, demands, grievances, obligations, judgments, rights, feeslosses, damages, debtsinjuries and legal responsibilities, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims")type whatsoever, whether known or unknown, unforeseen, unanticipated, unsuspected or latent, which Executive now owns or holds, or has at any time heretofore owned or held, or may at any time hereafter own or hold, by reason of any matter arising from the beginning of time any cause whatsoever prior to the date Effective Date that are based upon, relate to or arise out of Executive’s Employment Agreement, relationship with the Employee's execution Company, employment with the Company or separation or termination of this Agreementemployment with the Company, whether in law, equity, contract or tort, including, without limitation, any claims under any federalthe Fair Labor Standards Act, stateNational Labor Relations Act, local or foreign lawLabor Management Relations Act, that Releasors may haveEmployee Retirement Income Security Act, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights ActAct of 1964, as amendedCivil Rights Act of 1991, the Americans with Disabilities Act, Americans with Disabilities Act Amendments Act, Age Discrimination in Employment Act, as amendedamended by the Older Workers Benefit Protection Act of 1990, the Rehabilitation Act of 1973, Executive Order 11246, Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment Health Insurance Portability and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Accountability Act of 20081996, all any amendments to any of their respective implementing regulations and/or the foregoing statutes, or under any other federal, state, local municipal or foreign law (statutoryother governmental statute, regulatory regulation, ordinance or otherwise) that may be legally waived order, including, without limitation, under any applicable Texas and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsfederal laws.

Release. (a) General Release That the undersigned, ________________, for good and Waiver of Claims In exchange for the consideration provided in this Agreementvaluable consideration, the Employee receipt and his sufficiency of which are hereby acknowledged, intending to be legally bound, and Employee’s past, present and future agents, representatives, attorneys, affiliates, heirs, executors, representativesassigns and successors, agentsand all other persons connected therewith, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member on behalf of the Employer Group's parents, subsidiaries, affiliates, predecessors, all successors and assigns, hereby releases and forever discharges TherapeuticsMD, Inc., vitaMedMD, LLC, BocaGreenMD, Inc., vitaCare Prescription Services and all of their respective past, present and future agents, representatives, principals, attorneys, affiliates, owners, parent corporations, subsidiaries, officers, directors, employees, shareholdersassigns and successors, trusteesand all other persons, partners firms or corporations connected or affiliated therewith (collectively “Releasees”), of and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all legal, equitable or other claims, demands, setoffs, defenses, contracts, accounts, suits, debts, agreements, actions, causes of actionsaction, sums of money, judgments, findings, controversies, disputes, or past, present and future duties, responsibilities, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive or suits at law and/or equity of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether known or unknownkind, from the beginning of time the world to the date hereof, in addition, without limitation, any and all actions, causes of the Employee's execution of action, claims, counterclaims, third party claims, and any and all other federal, state, local and/or municipality statutes, laws and/or regulations and any ordinance and/or common law pertaining to employment or otherwise and any and all other claims which have been or which could have been asserted against any party in any forum. By signing this Agreement, Employee knowingly and voluntarily fully releases and forever discharges Releasees of and from all claims, demands and liability of any kind arising under any statute, law or ordinance, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amendedAct of 1964, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amendedthe Americans with Disabilities Act, any state Human Rights Act, Fla. Stat. 448, or any facts or claims arising under the Age Discrimination in Employment ActAct (“ADEA”). This release is intended to cover all actions, causes of action, claims and demands for damages, loss or injury arising from the beginning of time until the date of this Agreement, whether presently known or unknown to Employee. However, Employee does not waive Employee’s rights to claims which may arise after this Agreement becomes effective. In addition, Employee is hereby advised to consult with an attorney prior to executing this Agreement. Employee agrees that Employee has been given a reasonable time in which to consider the Agreement and seek such consultation. Employee further warrants that Employee has consulted with knowledgeable persons concerning the effect of this Agreement and all rights which Employee might have under any and all state and federal laws relating to employment and employment discrimination and otherwise. Employee fully understands these rights and that by signing this Agreement Employee forfeits all rights to ▇▇▇ Releasees for matters relating to or arising out of employment, separation, or otherwise. In accordance with provisions of the ADEA, as amended, 29 U.S.C. §601-634, Employee is hereby provided a period of twenty-one (21) days from the Uniform Services date Employee receives this Agreement to review the waiver of rights under the ADEA and sign this Agreement. Furthermore, Employee has seven (7) days after the date Employee signs the Agreement (“Revocation Period”) to revoke Employee’s consent. This Agreement shall not become effective or enforceable until the Revocation Period has expired. If Employee does not deliver a written revocation to ___________________________ before the Revocation Period expires, this Agreement will become effective. Notwithstanding anything in this Section 8 to the contrary, releases contained in this Agreement shall not apply to (i) any rights to receive any payments or benefits pursuant to Sections 3(b)(ii), 3(b)(iii) or 3(b)(iv) of the Employment and Reemployment Rights ActAgreement, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all rights or claims for compensation that may arise as a result of any type whatsoeverevents occurring after the date this Agreement is executed, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed indemnification rights Employee may have as a former officer or implied contract, tortious interference with contract or prospective business advantage, breach director of the covenant of good faith and fair dealingCompany or its subsidiaries or affiliated companies, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary benefits under any directors’ and officers’ liability policy maintained by the Company or equitable reliefits subsidiaries or affiliated companies in accordance with the terms of such policy, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursements(v) any rights as a holder of equity securities of the Company.

Release. For and in consideration of the payments and other benefits due to [•] (athe “Executive”) General Release pursuant to the Employment Agreement dated as of September __, 2013 (the “Employment Agreement”), by and Waiver of Claims In exchange between Royal Gold, Inc., a Delaware corporation (the “Company”) and Executive, and for the consideration provided in this Agreementother good and valuable consideration, the Employee Executive hereby agrees, for Executive, Executive’s spouse and his child or children (if any), Executive’s heirs, beneficiaries, devisees, executors, representatives, agents, insurers, administrators, successors and assigns (collectivelyattorneys, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessorspersonal representatives, successors and assigns, to forever release, discharge and all covenant not to s▇▇ the Company, or any of its divisions, affiliates, subsidiaries, parents, branches, predecessors, successors, assigns, and, with respect to such entities, their respective officers, directors, trustees, employees, agents, shareholders, trusteesadministrators, partners general or limited partners, representatives, attorneys, insurers and OTHER RELATED PERSONS OR ENTITIESfiduciaries, in their corporate past, present and individual capacities future (collectively, the "Releasees"“Released Parties”) from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) claims of any kind whatsoever arising out of, or related to, his employment with the Company, its affiliates and subsidiaries (collectively, "Claims")with the Company, the “Affiliated Entities”) or Executive’s separation from employment with the Affiliated Entities, which Executive now has or may have against the Released Parties, whether known or unknownunknown to Executive, from the beginning by reason of time facts which have occurred on or prior to the date of that Executive has signed this Release. Such released claims include, without limitation, any and all claims relating to the Employee's execution of this Agreementforegoing under federal, state or local laws pertaining to employment, including, without limitation, any claims under any federalthe Age Discrimination in Employment Act, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act of 1964, as amended, 42 U.S.C. Section 2000e et. seq., the Fair Labor Standards Act, as amended, 29 U.S.C. Section 201 et. seq., the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended42 U.S.C. Section 12101 et. seq., the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Reconstruction Era Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, 42 U.S.C. Section 1981 et. seq., the Genetic Information Nondiscrimination Rehabilitation Act of 20081973, all as amended, 29 U.S.C. Section 701 et. seq., the Family and Medical Leave Act of their respective implementing regulations and/or any other federal1992, state29 U.S.C. Section 2601 et. seq., local or foreign law (statutorythe Older Workers Benefit Protection Act of 1990, regulatory or otherwise) that may be legally waived the Pregnancy Discrimination Act, the Equal Pay Act of 1963, the Colorado Civil Rights Act, the Colorado Anti-Discrimination Act and released; (ii) any and all claims for compensation state or local laws regarding employment discrimination and/or federal, state or local laws of any type whatsoeveror description regarding employment, including but not limited to any claims for salaryarising from or derivative of Executive’s employment with, wagesor termination from, bonusesthe Affiliated Entities, commissionsas well as any and all such claims under contract or tort law, incentive compensationincluding, vacation and/or severance; (iii) without limitation, any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantagefor wrongful discharge, breach of the implied or express contract, promissory estoppel, breach of any covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury intentional or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; , defamation, or any claim that the Company has dealt with Executive unfairly or in bad faith. Executive represents and (iv) warrants that he has not sold or otherwise assigned any and all claims for monetary claim or equitable relief, including but not limited any portion of any claim to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsany third party.

Release. (a) General Release I, individually and Waiver collectively, for and on behalf of Claims In exchange for the consideration provided in this Agreementmyself, the Employee and his my estate, agents, attorneys, successors, heirs, executors, administrators and assigns, agree not to file, pursue or prosecute any lawsuit, action, charge or claim, of any nature whatsoever, against the Company or any of its agents, directors, shareholders, parent, affiliate and/or subsidiary corporations and/or companies, joint ventures, officers, employees, representatives, agentsattorneys, insurerspredecessors and/or successors, administrators, successors and assigns or against any other person or entity of any kind affiliated with the Company (collectively, the "Releasors") irrevocably “Releasees”), both jointly and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assignsindividually, and release all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all such claims, demands, actions, causes of actionsaction, suits, debts, complaints, liabilities, obligations, judgmentspromises, rightsagreements, feescontroversies, damages, debts, obligations, liabilities damages and expenses that are releasable by law (inclusive of including, without limitation, claims for attorneys' fees’ fees and costs actually incurred or to be incurred) of any kind whatsoever (collectivelynature or description whatsoever, "Claims")in law or equity, whether known or unknown, from the beginning of time to the date of the Employee's execution of this Agreement, including, without limitation, any claims under any federal, state, local in connection with or foreign law, that Releasors may have, have ever had or may in the future have arising out ofof my employment with the Company, or in any way related to the Employee's hire, benefits, employment, termination or terms and conditions of employment with the Company and/or my separation from employment with the Employer Group Company, whether such claim is known or unknown to me, accrued or unaccrued, which I ever had, now have or may have had against Releasees since the beginning of time through the date of execution of this Agreement. This release and waiver of claims includes, but is not limited to, any actual and all claims arising under federal, state or alleged actlocal statutes, omissionordinances, transactionresolutions, practiceregulations or constitutional provisions, conducteach as amended, occurrence regulating employment relationships or other matterprohibiting discrimination in employment, includingsuch as, but not limited to (i) any and all to, claims under arising under: The Age Discrimination in Employment Act, as amended, 29 U.S.C. § 621, et seq., including the Older Workers’ Benefit Protection Act; Title VII of the Civil Rights ActAct of 1964, as amended, the 42 U.S.C. § 2000e, et seq.; The Americans with With Disabilities Act, as amended, the 42 U.S.C. § 12101, et seq.; The Fair Labor Standards Act, as amended, 29 U.S.C. § 201, et seq.; The Family and Medical Leave Act, as amended, the Fair Labor Standards Act29 U.S.C. § 2601, the Equal Pay Actet seq.; The Employee Retirement Income Security Act (ERISA), as amended, the Employee Retirement Income Security Act29 U.S.C. § 1001, as amended (with respect to unvested benefits)et seq., the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federallaws relating to employee benefits including, statebut not limited to, local any retirement, health or foreign law (statutorywelfare benefit plans; and any state anti-discrimination and anti-retaliation statutes. This release and waiver of claims also includes, regulatory or otherwise) that may be legally waived and released; (ii) but is not limited to, any and all claims for compensation of unpaid benefits or entitlements asserted under any type whatsoeverplan, including but not limited to claims for salarypolicy, wagesbenefits offering or program (except as otherwise required by law), bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tortcontract or tort claims, contract and/or quasi-contract lawincluding, including but not limited to without limitation, claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraudretaliation for assertion of worker’s compensation rights, defamationassault, slanderbattery, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) , loss of consortium, negligence, and/or defamation. Nothing in this Agreement shall be construed to prevent me from talking to, cooperating in any and all claims for monetary or equitable reliefinvestigation by, including and/or filing a charge with a government agency, including, but not limited to, the Securities and Exchange Commission, the U.S. Equal Employment Opportunity Commission (the “EEOC”), or any similar state or local fair employment practices administrative agency. However, by signing this Agreement, I hereby waive the right to recover from Releasees any relief from any charge or claim pursued or otherwise prosecuted by me, or by persons or entities like the EEOC acting by or through me, including, without limitation, the right to attorneys' ’ fees, back paycosts, front payand any other relief, reinstatementwhether legal or equitable, experts' feessought in such charge, medical fees claim, or expenses, costs and disbursementsother proceeding.

Release. (a) General Release and Waiver In consideration of Claims In exchange for the promises of the Company provided herein, including, the consideration provided for in Section 2 and other consideration provided for in this Agreement, that being good and valuable consideration, the Employee receipt, adequacy and his heirssufficiency of which Executive acknowledges, Executive, on Executive’s own behalf and on behalf of Executive’s agents, administrators, representatives, executors, representativessuccessors, agentsheirs, insurers, administrators, successors devisees and assigns (collectively, the "Releasors"“Executive Releasing Parties”) irrevocably and unconditionally hereby fully and forever waivewaives, release releases, extinguishes and discharge discharges the Employer GroupCompany, including the Employer's/each member of the Employer Group's parentsHD Vest their shareholders, subsidiaries, their affiliates, predecessors, successors subsidiaries and assigns, and all each of their respective past, present and future parents, owners, officers, directors, shareholders, members, executives, employees, shareholdersconsultants, trusteesindependent contractors, partners partners, agents, attorneys, advisers, insurers, fiduciaries, employee benefit plans, representatives, successors and OTHER RELATED PERSONS OR ENTITIESassigns (each, in their corporate a “Company Released Party” and individual capacities (collectively, the "Releasees") “Company Released Parties”), jointly and severally, from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damagesdemands, debts, obligations, losses, causes of action, suits, controversies, setoffs, affirmative defenses, counterclaims, third party actions, damages, penalties, costs, expenses, attorneys’ fees, liabilities and expenses (inclusive of attorneys' fees) indemnities of any kind or nature whatsoever (collectively, "the “Claims"”), whether known or unknown, from suspected or unsuspected, accrued or unaccrued, whether at law, equity, administrative, statutory or otherwise, and whether for injunctive relief, back pay, front pay, fringe benefits, reinstatement, reemployment, compensatory damages, punitive damages, or any other kind of damages, which any of Executive Releasing Parties have, had or may have against any of the beginning Company Released Parties relating to or arising out of time to any matter arising on or before the date this Agreement is executed by Executive. Such released Claims include, without limitation, all Claims arising from or relating to Executive’s employment with the Company or the termination of the Employee's execution that employment relationship or any circumstances related thereto, or any other matter, cause or thing whatsoever, including without limitation all Claims arising at law or equity or sounding in contract (express or implied) or tort, Claims arising by statute, common law or otherwise, Claims arising under any federal, state, county or local laws, of this Agreementany jurisdiction, including Claims for wrongful discharge, libel, slander, breach of express or implied contract or implied covenant of good faith and fair dealing, Claims for alleged fraud, concealment, negligence, negligent misrepresentation, promissory estoppel, quantum meruit, intentional or negligent infliction of emotional distress, violation of public policy, and Claims for discrimination, retaliation, sexual harassment and Claims arising under any laws that prohibit age, sex, sexual orientation, race, national origin, color, disability, religion, veteran, workers’ compensation or any other form of discrimination, harassment, or retaliation, including, without limitation, any claims Claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may the Age Discrimination in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII Employment Act of the Civil Rights Act1967, as amended, the Americans with Disabilities Act of 1990, as amended, the Rehabilitation Act of 1973, Title VII of the Civil Rights Act of 1964, as amended, 42 U.S.C. §1981, the Civil Rights Act of 1991, the Civil Rights Act of 1866 and/or 1871, the Equal Pay Act of 1963, the ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Fair Pay Act of 2009, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, as amended, the Family and Medical Leave Act, as amendedAct of 1993, the Fair Labor Standards Occupational Safety and Health Act, the Equal Pay Employee Polygraph Protection Act, as amended, the Employee Retirement Income Security Uniformed Services Employment and Reemployment Rights Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amendedthe Genetic Information Nondiscrimination Act, the National Labor Relations Act, as amendedthe Labor Management Relations Act, the Age Discrimination in Employment Immigration Reform and Control Act, as amendedany statute or laws of the State of Texas (including but not limited to the Texas Labor Code), the Uniform Services State of Massachusettes (including the Fair Employment and Reemployment Rights Practices Act), as amendedany other t federal or state laws, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local local, municipal or foreign common law (statutorywhistleblower, regulatory discrimination or otherwise) that may be legally waived anti-retaliation statute law or ordinance, and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims other Claims arising under tort, contract and/or quasi-contract state or federal law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or as well as any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs or attorneys’ fees. Except as required by law, Executive agrees that Executive will not commence, maintain, initiate, or prosecute, or cause, encourage, assist, volunteer, advise or cooperate with any other person to commence, maintain, initiate or prosecute, any action, lawsuit, proceeding, charge, petition, complaint or Claim before any court, agency or tribunal against the Company or any of the Company Released Parties arising from, concerned with, or otherwise relating to, in whole or in part, Executive’s employment, the terms and disbursementsconditions of Executive’s employment, or Executive’s separation from employment with the Company or any of the matters or Claims discharged and released in this Agreement. This release shall not apply to any of the Company’s obligations under this Agreement.

Release. On and as of the Amendment Effective Date, each of the Obligors (aon behalf of itself and its Affiliates) General Release and Waiver its successors-in-title, legal representatives and assignees and, to the extent the same is claimed by right of, through or under any of Claims In exchange the Obligors, for the consideration provided in this Agreementits past, the Employee present and his heirsfuture employees, executorsagents, representatives, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employeesshareholders, and trustees (each, a “Releasing Party” and collectively, the “Releasing Parties”), does hereby release and discharge, and shall be deemed to have forever released and discharged, the Credit Parties, and the Credit Parties’ respective successors-in-title, legal representatives and assignees, past, present and future officers, directors, affiliates, shareholders, trustees, partners agents, employees, consultants, experts, advisors, attorneys and OTHER RELATED PERSONS OR ENTITIESother professionals and all other persons and entities to whom any of the foregoing would be liable if such persons or entities were found to be liable to any Releasing Party, in their corporate and individual capacities or any of them (collectivelycollectively hereinafter the “Lender Parties”), the "Releasees") from any and all manner of action and actions, cause and causes of action, claims, charges, demands, actionscounterclaims, causes suits, debts, dues, sums of actionsmoney, obligationsaccounts, reckonings, bonds, bills, specialties, covenants, contracts, controversies, damages, judgments, rightsexpenses, executions, liens, claims of liens, claims of costs, penalties, attorneys’ fees, damagesor any other compensation, debtsrecovery or relief on account of any liability, obligationsobligation, liabilities demand or cause of action of whatever nature, whether in law, equity or otherwise (including, without limitation, any so called “lender liability” claims, interest or other carrying costs, penalties, legal, accounting and other professional fees and expenses (inclusive of attorneys' fees) of and incidental, consequential and punitive damages payable to third parties, or any kind whatsoever (collectivelyclaims arising under 11 U.S.C. §§ 541-550 or any claims for avoidance or recovery under any other federal, "Claims"state or foreign law equivalent), whether known or unknown, from fixed or contingent, joint and/or several, secured or unsecured, due or not due, primary or secondary, liquidated or unliquidated, contractual or tortious, direct, indirect, or derivative, asserted or unasserted, foreseen or unforeseen, suspected or unsuspected, now existing, heretofore existing or which may heretofore accrue against any of the beginning Lender Parties in their capacities as such under any of time the Loan Documents, whether held in a personal or representative capacity, solely to the extent based on any act, fact, event or omission or other matter, cause or thing occurring at or from any time prior to and including (but not after) the date of the Employee's execution hereof in any way, directly or indirectly arising out of, connected with or relating to any of this Agreement, includingthe Loan Documents and the transactions contemplated hereby or thereby, without limitationor any other agreements, certificates, instruments and other documents and statements (whether written or oral) related to any of the foregoing (each, a “Claim” and collectively, the “Claims”). Each Releasing Party further stipulates and agrees with respect to all Claims, that it hereby waives, to the fullest extent permitted by applicable law, any claims under and all provisions, rights, and benefits conferred by any federalapplicable U.S. federal or state law, state, local or foreign any principle of common law, that Releasors may have, have ever had would otherwise limit a release or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation discharge of any type whatsoever, including but not limited unknown Claims pursuant to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsthis Section 8.

Release. Pursuant to the terms of the Employment Agreement made as of [Date], between TIME WARNER CABLE INC. (athe “Company”) General Release and Waiver the undersigned (the “Agreement”), and in consideration of Claims In exchange for the consideration provided in this Agreementpayments made to me and other benefits to be received by me pursuant thereto, the Employee and his heirsI, executors▇▇▇▇▇▇ ▇. ▇▇▇▇, representativesbeing of lawful age, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully do hereby release and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parentsCompany and any successors, subsidiaries, affiliates, related entities, predecessors, successors merged entities and assigns, parent entities and all of their respective officers, directors, shareholders, employees, shareholdersbenefit plans, benefit plan administrators, trustees, partners and OTHER RELATED PERSONS OR ENTITIESfiduciaries, in their corporate agents, attorneys, insurers, representatives, affiliates, successors and individual capacities (collectively, the "Releasees") assigns from any and all claims, demands, actions, causes of actionsaction, obligationsclaims, judgmentsor demands for general, rightsspecial or punitive damages, attorney’s fees, damagesexpenses, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever or other compensation or damages (collectively, "“Claims"”), whether known which in any way relate to or unknownarise out of my employment with the Company or any of its subsidiaries or the termination of such employment, from the beginning of time to the date of the Employee's execution of this Agreement, including, without limitation, any claims which I may now or hereafter have under any federal, state, state or local or foreign law, that Releasors may haveregulation or order, have ever had or may including without limitation, Claims under the Age Discrimination in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment Employment Act (with the Employer Group and any actual or alleged actexception of Claims that may arise after the date I sign this Release), omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act, as amendedAct of 1964, the Americans with Disabilities Act, as amendedthe Fair Labor Standards Act, the Family and Medical Leave Act, as amended, the Fair Labor Standards Worker Adjustment Retraining and Notification Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, and any state or local human rights law or any similar law (each as amended (with respect to unvested benefitsthrough and including the date of this Release), the Civil Rights Act of 1991, ; as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, well as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federalclaims under state contract or tort law, stateincluding, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to to, claims for salaryemployment discrimination, wageswrongful termination, bonusesconstructive termination, commissionsviolation of public policy, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed any express or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith any implied covenant, fraud, intentional or negligent misrepresentation, emotional distress, slander, and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy; provided, nonphysical injuryhowever, personal injury or sickness that the execution of this Release shall not prevent the undersigned from bringing a lawsuit against the Company to enforce its obligations under the Agreement; provided further, that the execution of this Release does not release any rights I may have against the Company for indemnification under the Agreement or any other harmagreement, wrongful plan or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsarrangement.

Release. (a) Executive’s General Release and Waiver of Claims In exchange for the consideration provided in this Agreement, the Employee Executive and his the Executive’s heirs, executors, representatives, administrators, agents, insurers, administrators, successors and assigns (collectively, the "“Releasors"”) irrevocably and unconditionally fully and forever waive, release release, and discharge the Employer GroupEmployer, including the Employer's/each member of the Employer Group's Employer’s parents, subsidiaries, affiliates, predecessors, successors successors, and assigns, and all each of its and their respective officers, directors, employees, shareholders, trustees, partners partners, and OTHER RELATED PERSONS OR ENTITIESother affiliates, in their corporate and individual capacities (collectively, the "Releasees") “Released Parties”), from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities liabilities, and expenses (inclusive of attorneys' ’ fees) of any kind whatsoever (collectively, "Claims")whatsoever, whether known or unknown, from the beginning of time to the date of the Employee's execution of this Agreement, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have or have ever had against the Released Parties, or may in the future have any of them, arising out of, or in any way related to the Employee's Executive’s hire, benefits, employment, termination termination, or separation from employment with the Employer Group and by reason of any actual or alleged act, omission, transaction, practice, conduct, occurrence occurrence, or other mattermatter from the beginning of time up to and including the date of the Executive’s execution of this Agreement (collectively, “Released Claims”), including, but not limited to to: (i) any and all claims under Title VII of the Civil Rights Act, as amendedAct of 1964 (Title VII), the Americans with Disabilities Act, as amendedAct (ADA), the Family and Medical Leave Act, as amendedAct (FMLA) (regarding existing but not prospective claims), the Fair Labor Standards ActAct (FLSA), the Equal Pay Act, as amended, the Employee Executive Retirement Income Security Act, as amended Act (with respect to ERISA) (regarding unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Fair Credit Reporting Act of 2002, as amended(FCRA), the Worker Adjustment and Retraining Notification (WARN) Act, as amended, the National Labor Relations Act, as amendedAct (NLRA), the Age Discrimination in Employment Act, as amendedAct (ADEA), the Uniform Services Employment and Reemployment Rights Act, as amendedAct (USERRA), the Genetic Information Nondiscrimination Act of 2008(▇▇▇▇), the Immigration Reform and Control Act (IRCA), all of including any amendments and their respective implementing regulations and/or regulations, and any other federal, state, local local, or foreign law (statutory, regulatory regulatory, or otherwise) that may be legally waived and released; however, the identification of specific statutes is for purposes of example only, and the omission of any specific statute or law shall not limit the scope of this general release in any manner; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; vacation, and severance that may be legally waived and released; (iii) any and all claims arising under tort, contract and/or contract, and quasi-contract law, including but not limited to claims of breach of an expressed express or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, and negligent or intentional infliction of emotional distress; and and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' ’ fees, back pay, front pay, reinstatement, experts' ’ fees, medical fees or expenses, costs and disbursements, punitive damages, liquidated damages, and penalties. However, notwithstanding anything herein to the contrary, this general release and waiver of claims excludes, and the Executive does not waive, release, or discharge: (A) any right to file an administrative charge or complaint with, or testify, assist, or participate in an investigation, hearing, or proceeding conducted by, the Equal Employment Opportunity Commission or other similar federal or state administrative agencies, although the Executive waives any right to monetary relief related to any filed charge or administrative complaint; (B) claims that cannot be waived by law, such as claims for any rights to vested benefits, such as pension or retirement benefits, the rights to which are governed by the terms of the applicable plan documents and award agreements; (C) any right under this Agreement; (D) any right relating to directors’ and officers’ liability insurance coverage or any right of indemnification or exculpation under the Employer’s or its affiliates’ organizational documents or otherwise; or (E) any right as an equityholder in the Employer or its affiliates.

Release. (a) General Release You hereby release ▇▇▇▇▇▇▇▇'▇ and Waiver all of Claims In exchange for the consideration provided in this Agreementits affiliates and related entities, the Employee and his heirspredecessors, executorssuccessors, representatives, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member whether to all or any part of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assignssuch entities' businesses), and all of their respective such entities' officers, directors, employeesagents, shareholdersrepresentatives, trusteesattorneys, partners and OTHER RELATED PERSONS OR ENTITIESemployees (current and former) and their employee benefit plans and programs and their administrators and fiduciaries, in their corporate and individual capacities (collectively, the "Releasees") from any and all claims, demands, actions, claims and causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims")action that may exist, whether known or unknown, from the beginning as of time to the date of the Employee's Your execution of this Agreement, including, without limitation, with the exception of any unemployment compensation or workers' compensation benefits claim You may have and any other claims under any federal, state, local or foreign that cannot be waived by law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related . The scope of claims being released includes all causes of action to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matterextent permitted by law, including, but not limited to (i) any and all to, claims under ▇▇▇▇▇▇▇▇'▇ policies or practices; claims for breach of any term or condition of an agreement, employee handbook or policy manual, including any claims for breach of any promise of specific treatment in specific situations; federal, state, local and common law fair employment practices or discrimination laws; claims alleging breach of contract or wrongful termination or any other tort or violation of public policy, including invasion of privacy, intentional interference, negligence, or fraud, including any claim for damages, including compensatory damages, punitive damages, attorney's fees, costs, expenses, and any other type of damage or relief; claims arising under any whistleblowing, harassment, or retaliation laws; age discrimination claims under the Age Discrimination in Employment Act, as amended, and/or the Older Workers Benefit Protection Act; any claim under the Uniformed Services Employment and Reemployment Rights Act, as amended, Title VII of the Civil Rights ActAct of 1964, as amended, the Equal Pay Act, the Genetic Information Nondiscrimination Act of 2008, the Americans with Disabilities Act, as amended, the Employee Retirement Income Security Act of 1974, as amended (excluding claims for accrued, vested benefits), the Family and Medical Leave Act, as amended, Section 806 of the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Sarbanes Oxley Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, or the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Illinois Human Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or ; and any other state, federal, stateand/or local law, local statute, regulation, rule, ordinance, order or foreign law (statutory, regulatory decision relating to employment or otherwise) that may be legally waived and released; (ii) termination of employment. This release does not apply to any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims after Your execution of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsthis Agreement.

Release. (a) General Release and Waiver of Claims In exchange for the consideration provided in By signing this Letter Agreement, the Employee you, on behalf of yourself and his your heirs, executors, representativesadministrators and assigns, agentsin consideration of the payments and benefits provided to you by the Company pursuant to this Letter Agreement, insurersknowingly and voluntarily waive, administratorsterminate, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waivecancel, release and discharge forever the Employer GroupCompany, including the Employer's/each member of the Employer Group's parentsits officers, subsidiariesdirectors, affiliatesemployees, members, attorneys and agents and their predecessors, successors and assigns, individually and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual official capacities (collectivelytogether, the "Releasees"“Released Parties”) from any and all claims, demands, actions, causes of actionsaction, claims, allegations, rights, obligations, judgmentsliabilities, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever or charges (collectively, "“Claims")”) that you (or your heirs, executors, administrators, successors and assigns) has or may have, whether known or unknown, from the beginning by reason of any matter, cause or thing occurring at any time to before and including the date of this Letter Agreement arising under or in connection with your employment or termination of employment with the Employee's execution of this AgreementCompany, including, without limitation: claims for any cash or equity compensation or bonuses, any claims whether or not paid under any federalCompany compensation plan or arrangement; breach ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Separation and Release Agreement December 9, state2014 of contract; tort; wrongful, local or foreign lawabusive, that Releasors may haveunfair, have ever had or may in the future have arising out ofconstructive, or in any way related to unlawful discharge or dismissal; impairment of economic opportunity; defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits; attorneys’ fees; whistleblower claims; emotional distress; intentional infliction of emotional distress; assault; battery, pain and suffering; punitive or exemplary damages; violations of the Employee's hireEqual Pay Act, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights ActAct of 1964, as amendedthe Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amendedAct of 1991, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment Retraining and Retraining Notification Act, as amended, the National Labor Relations Family Medical Leave Act, as amended, including all amendments to any of the Age Discrimination in Employment Act, as amended, the Uniform Services Employment aforementioned acts; and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act violations of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutorymunicipal fair employment statutes or laws, regulatory including, without limitation, violations of any other law, rule, regulation, or otherwise) ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company or the termination of that may be legally waived and released; (ii) employment. In addition, in consideration of the provisions of this Letter Agreement, you further agree to waive any and all claims for compensation rights under the laws of any type whatsoeverjurisdiction in the United States, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harmcountry, wrongful that limit a general release to those claims that are known or retaliatory dischargesuspected to exist in your favor as of the Termination Date. This release of Claims will not, fraudhowever, defamationapply to any obligation of the Company pursuant to this Letter Agreement, slanderany rights to indemnification from the Company you may have, libelany rights to continuing directors’ and officers’ liability insurance to the same extent as the Company covers its other officers and directors, false imprisonmentany rights that you may have to obtain contribution in the event of the entry of judgment against yourself as a result of any act or failure to act for which both you and the Company are jointly responsible or any benefit to which you are entitled under any tax qualified pension plan of the Company or its affiliates, negligent COBRA continuation coverage benefits, vested benefits under any other benefit plans of the Company or intentional infliction its affiliates or any other welfare benefits required to be provided by statute, and any claims which may not be released under applicable law (claims with respect thereto, collectively, “Excluded Claims”). For the avoidance of emotional distress; doubt, you shall remain covered under directors’ and (iv) officers’ liability insurance and your indemnification agreement or policy for acts or omissions occurring during your period of providing services to the Company and any and all claims for monetary or equitable reliefof its affiliates, including but not limited the 90-day period referenced in Paragraph 5 of this Letter Agreement, to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs the extent such coverage is permitted under the Company’s policies and disbursementsyour indemnification agreement. The Company knows of no claims held by the Released Parties against you.

Release. (a) General Release In consideration of the payment of the Severance Benefits and Waiver of Claims In exchange for the consideration provided in this Agreementopportunity to earn Consulting Fees, the Employee and his heirswhich Consultant acknowledges Consultant would not otherwise be entitled to receive, executorsConsultant hereby fully, representativesforever, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully releases, remises and forever waivedischarges the Company, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective its officers, directors, employeesstockholders, shareholderscorporate affiliates, trusteessubsidiaries, partners parent companies, agents, assigns, insurers, employees and OTHER RELATED PERSONS OR ENTITIES, representatives (each in their individual and corporate capacities, and individual capacities (collectively, collectively referred to hereinafter as the "Releasees"“Released Parties”) from any and all claims, charges, complaints, demands, actions, causes of actionsaction, suits, rights, debts, sums of money, costs, accounts, reckonings, covenants, contracts, agreements, promises, doings, omissions, damages, executions, obligations, judgmentsliabilities, rightspenalties, fees, damages, debts, obligations, liabilities interest and expenses (inclusive of including attorneys' fees) of any kind whatsoever (collectively, "Claims"fees and costs), of every kind and nature that Consultant ever had or now has against any or all of the Released Parties, whether existing or contingent, known or unknown, from the beginning of time to the date of the Employee's execution of this Agreement, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, including but not limited to to: (i) any and all claims under Title VII arising out of or relating to Consultant's employment with and/or separation from any of the Civil Rights ActReleased Parties (including, as amendedwithout limitation, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (any tax liabilities applicable to compensation or benefits with respect to unvested benefits)such employment and/or separation) or arising out of Consultant's relation in any capacity to any of the Released Parties; (ii) any and all claims under any Federal, the Civil Rights Act state, or local constitution, law, or regulation, including (without limitation) any claims for whistleblowing or retaliation; (iii) any and all claims for discrimination, harassment, or retaliation on any prohibited basis (including claims of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, age discrimination under the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or 29 U.S.C. §621 et seq. or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and releasedprohibiting age discrimination); (iiiv) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severancekind whether under any agreement between the parties or under the Massachusetts Wage Act or any other law; (iiiv) any and all claims arising under tortcontract, contract and/or quasi-contract tort or common law, including statutory or equitable claims including, but not limited to claims to, actions in defamation, intentional infliction of emotional distress, misrepresentation, fraud, wrongful discharge, whistleblowing, and breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, ; breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; unfair competition; and (ivvi) any and all claims for to any non-vested ownership interest in the Company, contractual or otherwise. This release is intended to be all encompassing and to act as a full and total release of all claims, whether specifically enumerated above or not, that Consultant may have or have had against any or all of the Released Parties up to the date Consultant signs this Agreement but nothing therein prevents Consultant from filing a charge with, cooperating with, or participating in any proceeding before the Equal Employment Opportunity Commission or a state fair employment practices agency (except that Executive acknowledges that Consultant may not be able to recover any monetary benefits in connection with any such claim, charge or equitable reliefproceeding) and provided further, including but not limited however, that nothing herein is intended to attorneys' feesbe construed as releasing the Company from any obligation of this Agreement. Consultant understands and agrees that by entering into this Agreement, back payConsultant is waiving any and all rights or claims Consultant might have under the Age Discrimination in Employment Act, front payas amended by the Older Workers Benefit Protection Act, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsthat Consultant has received consideration beyond that to which Consultant was previously entitled.

Release. Employee hereby releases, acquits and forever discharges the Company, its parents and subsidiaries, and their officers, directors, agents, servants, employees, stockholders, successors, assigns and affiliates (a) General Release the “Company Parties”), of and Waiver from any and all claims, liabilities, demands, causes of Claims In exchange for action, costs, expenses, attorneys fees, damages, indemnities and obligations of every kind and nature, in law, equity, or otherwise, which were known or through reasonable diligence should have been known, arising out of or in any way related to Releases, events, acts or conduct at any time prior to the consideration provided in date Employee executes this Agreement, including, but not limited to: all such claims and demands directly or indirectly arising out of or in any way connected with Employee’s employment with the Employee and his heirs, executors, representatives, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer GroupCompany, including but not limited to, claims of intentional and negligent infliction of emotional distress, any and all tort claims for personal injury, claims or demands related to salary, bonuses, commissions, stock, stock options, or any other ownership interests in the Employer's/each member Company, vacation pay, fringe benefits, expense reimbursements, severance pay, or any other form of compensation; claims pursuant to any federal, state or local law or cause of action including, but not limited to, any and all claims and causes of action that the Employer Group's parentsCompany, its parents and subsidiaries, affiliates, predecessors, successors and assigns, its and all of their respective officers, directors, agents, servants, employees, attorneys, shareholders, trusteessuccessors, partners assigns or affiliates (individually a “Claim” and OTHER RELATED PERSONS OR ENTITIEScollectively “Claims”): • has violated its personnel policies, handbooks, contracts of employment, or covenants of good faith and fair dealing; • has discriminated against him on the basis of age, race, color, sex (including sexual harassment), national origin, ancestry, disability, religion, sexual orientation, marital status, parental status, source of income, entitlement to benefits, any union activities or other protected category in their corporate and individual capacities (collectively, the "Releasees") from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) violation of any kind whatsoever (collectivelylocal, "Claims"), whether known state or unknown, from the beginning of time to the date of the Employee's execution of this Agreement, including, without limitation, any claims under any federal, state, local or foreign federal law, that Releasors may haveconstitution, have ever had or may in the future have arising out ofordinance, or in any way related to the Employee's hireregulation, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, including but not limited to (i) any and all claims under to: Title VII of the Civil Rights ActAct of 1964, as amended, ; the Americans with Disabilities ActCivil Rights Act of 1991; the Age Discrimination in Employment Act (“ADEA”), as amended; 42 U.S.C. § 1981, as amended; the Equal Pay Act; the Americans With Disabilities Act; the Genetic Information Nondiscrimination Act; the Family and Medical Leave Act, as amended, ; the Massachusetts Fair Labor Standards Employment Practices Act (M.G.L. c. 151B); the Massachusetts Equal Rights Act, ; the Massachusetts Equal Pay Act, as amended, ; the Massachusetts Privacy Statute; the Massachusetts Sick Leave Law; the Massachusetts Civil Rights Act; the Massachusetts Payment of Wages Act (M.G.L. c. 149 sections 148 and 150); the Massachusetts Overtime regulations (M.G.L. c. 151 sections 1A and 1B); the Massachusetts Meal Break regulations (M.G.L. c. 149 sections 100 and 101); the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), ; the Civil Rights Act Employee Polygraph Protection Act; the Worker Adjustment and Retraining Notification Act; the Older Workers Benefit Protection Act; the anti-retaliation provisions of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, or any other federal or state law regarding whistleblower retaliation; the National Labor Relations ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Fair Pay Act, as amended, ; the Age Discrimination in Employment Act, as amended, the Uniform Uniformed Services Employment and Reemployment Rights Act; the Fair Credit Reporting Act; and the National Labor Relations Act; • has violated any statute, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local public policy or foreign common law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salaryretaliatory discharge; negligent hiring, wagesretention or supervision; defamation; intentional or negligent infliction of emotional distress and/or mental anguish; intentional interference with contract; negligence; detrimental reliance; loss of consortium to him or any member of his family and/or promissory estoppel). Notwithstanding the foregoing, bonusesother than events expressly contemplated by this Agreement Employee does not waive or release rights or Claims that may arise from events that occur after the date this waiver is executed and Employee is not releasing any right of indemnification he may have for any liabilities arising from actions within the course and scope of employment with the Company. Also excluded from this Agreement are any Claims which cannot be waived by law, commissionsincluding, incentive compensationwithout limitation, vacation and/or severance; any rights Employee may have under applicable workers’ compensation laws and the right, if applicable, to file or participate in an investigative proceeding of any federal, state or local governmental agency. Nothing in this Agreement shall prevent Employee from filing, cooperating with, or participating in any proceeding or investigation before the Equal Employment Opportunity Commission, United States Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission or any other federal government agency, or similar state or local agency (iii) “Government Agencies”), or exercising any rights pursuant to Section 7 of the National Labor Relations Act. Employee further understands this Agreement does not limit his ability to voluntarily communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information, without notice to the Company. While this Agreement does not limit Employee’s right to receive an award for information provided to the Securities and Exchange Commission, Employee understands and agrees that, Employee is otherwise waiving, to the fullest extent permitted by law, any and all claims arising under tortrights he/she may have to individual relief based on any Claims that have been released and any rights Employee has waived by signing this Agreement. If any Claim is not subject to release, contract and/or quasi-contract to the extent permitted by law, including but not limited Employee waives any right or ability to claims of breach of an expressed be a class or implied contractcollective action representative or to otherwise participate in any putative or certified class, tortious interference with contract collective or prospective business advantage, breach multi-party action or proceeding based on such a Claim in which any of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness Company Parties is a party. This Agreement does not abrogate Employee’s existing rights under any Company benefit plan or any other harmplan or agreement related to equity ownership in the Company; however, wrongful it does waive, release and forever discharge Claims existing as of the date Employee executes this Agreement pursuant to any such plan or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsagreement.

Release. (a) Executive’s General Release and Waiver of Claims In exchange for the consideration provided in this Agreement, the Employee Executive and his the Executive’s heirs, executors, representatives, administrators, agents, insurers, administrators, successors and assigns (collectively, the "“Releasors"”) irrevocably and unconditionally fully and forever waive, release release, and discharge the Employer Group, including the Employer's/each member of the Employer Group's ’s parents, subsidiaries, affiliates, predecessors, successors successors, and assigns, and all each of its and their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIESpartners, in their corporate and individual capacities (collectively, the "Releasees") “Released Parties”), from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities liabilities, and expenses (inclusive of attorneys' ’ fees) of any kind whatsoever (collectively, "Claims")whatsoever, whether known or unknownunknown (collectively, from the beginning of time to the date of the Employee's execution of this Agreement, including, without limitation, any claims under any federal, state, local or foreign law“Claims”), that Releasors may have, have or have ever had against the Released Parties, or may in the future have any of them, arising out of, or in any way related to the Employee's Executive’s hire, benefits, employment, termination termination, or separation from employment with the Employer Group and by reason of any actual or alleged act, omission, transaction, practice, conduct, occurrence occurrence, or other mattermatter from the beginning of time up to and including the date of the Executive’s execution of this Agreement, including, but not limited to to: (i) any and all claims under Title VII of the Civil Rights Act, as amendedAct of 1964 (Title VII), the Americans with Disabilities Act, as amendedAct (ADA), the Family and Medical Leave Act, as amendedAct (FMLA) (regarding existing but not prospective claims), the Fair Labor Standards ActAct (FLSA), the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended Act (with respect to ERISA) (regarding unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Fair Credit Reporting Act of 2002, as amended(FCRA), the Worker Adjustment and Retraining Notification (WARN) Act, as amended, the National Labor Relations Act, as amendedAct (NLRA), the Age Discrimination in Employment Act, as amendedAct (ADEA), the Uniform Services Employment and Reemployment Rights Act, as amendedAct (USERRA), the Genetic Information Nondiscrimination Act of 2008(G▇▇▇), the Immigration Reform and Control Act (IRCA), the New York State Human Rights Law (NYSHRL), the New York Labor Law (NYLL) (including but not limited to the Retaliatory Action by Employers Law, the New York State Worker Adjustment and Retraining Notification Act, all provisions prohibiting discrimination and retaliation, and all provisions regulating wage and hour law and paid sick leave requirements), the New York Civil Rights Law, Section 125 of the New York Workers’ Compensation Law, Article 23-A of the New York Correction Law, the New York City Human Rights Law (NYCHRL), as amended by the New York City Pregnant Workers Fairness Act, and the New York City Paid Safe and Sick Leave Law, all including any amendments and their respective implementing regulations and/or regulations, and any other federal, state, local local, or foreign law (statutory, regulatory regulatory, or otherwise) that may be legally waived and released; however, the identification of specific statutes is for purposes of example only, and the omission of any specific statute or law shall not limit the scope of this general release in any manner; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severancevacation, and severance that may be legally waived and released; for clarity, this Section 4(a)(ii) does not include the above defined Separation Benefits; (iii) any and all claims arising under tort, contract and/or contract, and quasi-contract law, including but not limited to claims of breach of an expressed express or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, and negligent or intentional infliction of emotional distress; and and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' ’ fees, back pay, front pay, reinstatement, experts' ’ fees, medical fees or expenses, costs and disbursements, punitive damages, liquidated damages, and penalties. However, this general release and waiver of claims excludes, and the Executive does not waive, release, or discharge: (A) any right to file an administrative charge or complaint with, or testify, assist, or participate in an investigation, hearing, or proceeding conducted by, the Equal Employment Opportunity Commission or other similar federal or state administrative agencies, although the Executive waives any right to monetary relief related to any filed charge or administrative complaint; (B) claims that cannot be waived by law; (C) any right to file an unfair labor practice charge under the National Labor Relations Act; (D) protections against retaliation under the Taxpayer First Act (26 U.S.C. § 2623(d)); (E) any rights to vested benefits, such as pension or retirement benefits, the rights to which are governed by the terms of the applicable plan documents and award agreements, (F) Employer’s breach of any terms and conditions of the Agreement, (G) events, acts, or omissions taking place after the Parties’ execution of the Agreement, (H) the right to communicate directly with, provide information to, or receive financial awards from the Securities and Exchange Commission pursuant to Section 21F of the Securities Exchange Act of 1934, as amended, and SEC Rule 21F-17 thereunder; no provision of this Agreement shall be construed to prevent, impede, or restrict such communications, and the Employer shall not enforce or threaten to enforce any provision of this Agreement to prevent the Executive from communicating with the SEC regarding any matter that may constitute a possible violation of the federal securities laws; (I) rights under the anti-retaliation provisions of the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, Section 806 (18 U.S.C. § 1514A), and the D▇▇▇-F▇▇▇▇ ▇▇▇▇ Street Reform and Consumer Protection Act, Section 922 (15 U.S.C. § 78u-6); (J) rights under New York Labor Law § 740 (private-sector whistleblower protection) with respect to disclosures of information to a governmental body, and the anti-retaliation protections thereunder; and (K) rights to indemnification and continued D&O insurance coverage as set forth in Section 21 of this Agreement and as otherwise provided by law, the Employer’s certificate of incorporation and bylaws, and any separate indemnification agreement between the Executive and the Employer, all of which survive the termination of employment.

Release. (a) General Release Employee, individually, and Waiver on behalf of Claims In exchange for the consideration provided in this Agreement, the Employee and his Employee’s heirs, executors, representatives, agents, insurers, administrators, successors and assigns (collectivelyassigns, the "Releasors") irrevocably and unconditionally fully releases and forever waivedischarges Masco, release and discharge the Employer GroupEmployer, including the Employer's/each member of the Employer Group's their parents, subsidiaries, affiliates, divisions, and, as to each of the aforementioned, their respective successors, predecessors, successors and assigns, insurers, past and all of their respective present owners, officers, directors, employeesagents, shareholderscurrent and former employees and independent contractors, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectivelyall others for whom the parties released herein may be vicariously or otherwise liable, the "Releasees") from attorneys and legal representatives of all those released herein, as well as the agents and employees of those attorneys and legal representatives, and any and all other persons, firms, companies, corporations and other legal entities (collectively referred to as the “Released Parties”), of and from all claims, demands, actions, causes of actionsaction, obligations, judgments, statutory rights, fees, damages, debts, obligationssuits, contracts, agreements, and liabilities and expenses (inclusive of attorneys' fees) of any kind kind, nature or description, direct or indirect, in law or in equity, in contract or in tort or otherwise, which Employee ever had or which Employee now has or hereafter can, shall or may have, against any of the Released Parties, for or by reason of any matter, cause, or thing whatsoever (collectively, "Claims")up to the date Employee executes this Agreement, whether known or unknown, from suspected or unsuspected at the beginning of present time, or which may be based upon pre-existing acts, claims or events occurring at any time up to the present date which may or have resulted in damages, including without limitation all direct or indirect claims either for direct or consequential damages of the Employee's execution of this Agreement, including, without limitation, any kind whatsoever and rights or claims arising under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under federal, state or local statutes, ordinances and/or laws, including without limitation Title VII of the Civil Rights Act, as amendedAct of 1964 (“Title VII”), the Americans with Disabilities ActEqual Pay Act (“EPA”), as amendedthe Pregnancy Discrimination Act (“PDA”), the Genetic Information Nondiscrimination Act (“▇▇▇▇”), the Age Discrimination in Employment Act (“ADEA”), the Older Workers Benefit Protection Act (“OWBPA”), the Family and Medical Leave Act, as amendedAct (“FMLA”), the Fair Labor Standards ActAmericans with Disabilities Act (“ADA”), all claims under applicable state civil rights statutes, and all other claims and rights, whether in law or equity. It is the Equal Pay Actintention of the parties that this general release by Employee will be construed as broadly as possible, as amendedsubject to the express limitations set forth below. Nothing in this Agreement, however, prohibits or prevents Employee from filing a charge with or participating, testifying or assisting in any investigation, hearing, whistleblower action or other proceeding, which cannot be waived, before any federal, state or local government agency (e.g., EEOC, NLRB, SEC, etc.), nor does anything in this Agreement preclude, prohibit or otherwise limit, in any way, Employee rights and abilities to contact, communicate with, report matters to or otherwise participate in any whistleblower program administered by any such agencies. However, to the maximum extent permitted by law, Employee Retirement Income Security Actagrees that if such an administrative claim is made, as amended (Employee shall not be entitled to recover any individual monetary relief or other individual remedies, except with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursements.set forth in

Release. (a) General Release Without limiting the above, and Waiver subject to the representations and warranties of Claims In exchange for Seller contained in Section 3.1 hereof, and in the consideration provided in this AgreementZynga Lease, the Employee Buyer on behalf of itself and his heirs, executors, representatives, agents, insurers, administrators, its successors and assigns waives its right to recover from, and forever releases and discharges, Seller, Zynga (collectivelyZynga, Seller’s and Zynga’s affiliates, the "Releasors") irrevocably and unconditionally fully and forever waivepartners, release and discharge the Employer Grouptrustees, including the Employer's/each member of the Employer Group's parentsbeneficiaries, subsidiariesshareholders, affiliatesmembers, predecessors, successors and assigns, and all of their respective officersmanagers, directors, employeesofficers, shareholdersemployees and agents and representatives of each of them, trusteesand their respective heirs, partners successors, personal representatives and OTHER RELATED PERSONS OR ENTITIESassigns are collectively referred to herein as the “Seller Related Parties”), in their corporate and individual capacities (collectively, the "Releasees") from any and all demands, claims, demandslegal or administrative proceedings, actionslosses, causes of actionsliabilities, obligationsdamages, penalties, fines, liens, judgments, rights, fees, damages, debts, obligations, liabilities and costs or expenses (inclusive of attorneys' fees) of any kind whatsoever (collectivelyincluding, "Claims"without limitation, court costs and attorneys’ fees and disbursements), whether direct or indirect, known or unknown, from the beginning foreseen or unforeseen, that may arise on account of time or in any way be connected with or related to the date Property, this Agreement and/or the transactions contemplated hereunder, including, without limitation (i) the physical condition of the Employee's execution Property including, without limitation, all structural and seismic elements, all mechanical, electrical, plumbing, sewage, heating, ventilating, air conditioning and other systems, the environmental condition of the Property and the presence of Hazardous Materials on, under or about the Property, (ii) any law or regulation applicable to the Property, including, without limitation, any Environmental Law and any other federal, state or local law, (iii) the Disclosure Items, (iv) any Exception Matter or (v) any other matter. Notwithstanding the foregoing, this Section 3.7 shall not void the remedies available to Buyer pursuant to Section 1.2(b) with respect to a breach of Seller’s covenants in this Agreement, including, without limitation, any claims under any federalSections 7.1 and 7.4. (b) In connection with Section 3.7(a) above, stateBuyer expressly waives the benefits of Section 1542 of the California Civil Code, local or foreign lawwhich provides as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASING PARTY.” BUYER ACKNOWLEDGES AND AGREES THAT IT HAS BEEN REPRESENTED BY LEGAL COUNSEL OF ITS CHOICE IN CONNECTION WITH THIS AGREEMENT, AND THAT SUCH COUNSEL HAS EXPLAINED TO BUYER THE PROVISIONS OF THIS SECTION 3.7. BY INITIALING BELOW, BUYER CONFIRMS IT HAS AGREED TO THE PROVISIONS OF THIS SECTION 3.7. In this connection, Buyer hereby agrees, represents and warrants that Releasors Buyer realizes and acknowledges that factual matters now unknown to it may have, have ever had given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses and other claims and liabilities which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit Seller and the future have arising out ofSeller Related Parties from any such unknown causes of action, or claims, demands, debts, controversies, damages, costs, losses and expenses and other claims and liabilities. Seller has given Buyer material concessions regarding this transaction in any way related exchange for Buyer agreeing to the Employee's hireprovisions of this Section 3.7. Buyer has initialed this Section 3.7 to further indicate its awareness and acceptance of each and every provision hereof; provided, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but however that failure of Buyer to initial this Section 3.7 below shall not limited to (i) any and all claims under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, invalidate this Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or 3.7 nor any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation provision of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursements.this Agreement. /s/ GG /s/ CM

Release. (a) General Release and Waiver of Claims In exchange consideration for the consideration payments and benefits to be provided in this Agreementto Executive pursuant to paragraph 3 above, the Employee Executive, for himself and for his heirs, executors, representatives, agents, insurers, administrators, successors trustees, legal representatives and assigns (collectivelyhereinafter referred to collectively as “Releasors”), the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, Company and its subsidiaries, affiliatesdivisions, predecessorsaffiliates and related business entities, successors and assigns, and all any of its or their respective directors, officers, directorsfiduciaries, employees, shareholdersagents, trustees, partners administrators, employees and OTHER RELATED PERSONS OR ENTITIESassigns (in each case, in their corporate and individual capacities capacity as such) (collectively, collectively the "Releasees"“Released Persons”) from any and all claims, suits, demands, actions, causes of actionsaction, covenants, obligations, judgments, rights, fees, damages, debts, obligationscosts, expenses, fees and liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectivelyin law or equity, "Claims")by statute or otherwise, whether known or unknown, vested or contingent, suspected or unsuspected and whether or not concealed or hidden (collectively, the “Claims”), which Executive has had, now has, or may have against any of the Released Persons by reason of any act, omission, transaction, practice, plan, policy, procedure, conduct, occurrence, or other matter arising up to and including the date on which Executive signs this Agreement, except as provided in paragraph 5(c) below. (b) Without limiting the generality of the foregoing, this Agreement is intended to and shall release the Released Persons from any and all such claims, whether known or unknown, which Executive has had, now has, or may have against the beginning Released Persons arising out of time Executive’s employment or termination thereof, including, but not limited to: (i) any claim under Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act, the Employee Retirement Income Security Act of 1974 (excluding claims for accrued, vested benefits under any employee benefit or pension plan of the Released Persons subject to the terms and conditions of such plan and applicable law), the Family and Medical Leave Act, the Worker Adjustment and Retraining Notification Act of 1988, or the Fair Labor Standards Act of 1938, in each case as amended; (ii) any other claim whether based on federal, state, or local law (statutory or decisional), rule, regulation or ordinance, including, but not limited to, breach of contract (express or implied), wrongful discharge, detrimental reliance, defamation, emotional distress or compensatory or punitive damages; and (iii) any claim for attorneys’ fees, costs, disbursements and/or the like. (c) Notwithstanding the foregoing, nothing in this Agreement shall be a waiver of claims: (1) that arise after the date of the Employee's execution of on which Executive signs this Agreement, including, without limitation, such claims related to any equity award held by Executive as specified in paragraph 3 of this Agreement; (2) for the payments or benefits required to be provided under paragraph 3 of this Agreement; (3) regarding rights of indemnification and receipt of legal fees and expenses to which Executive is entitled under Section 9 Indemnification of the Employment Agreement, the Company’s or a subsidiary of the Company’s Certificate of Incorporation or By-laws (or similar instrument), pursuant to any separate writing between Executive and the Company or any subsidiary of the Company or pursuant to applicable law; or (4) relating to any claims for accrued, vested benefits under any federal, state, local employee benefit plan or foreign law, that Releasors may have, have ever had or may in retirement plan of the future have arising out of, or in any way related Released Persons subject to the Employee's hireterms and conditions of such plan and applicable law (excluding any severance or termination pay plan, benefitsprogram or arrangement, employmentclaims to which are specifically waived hereunder). (d) In signing this Agreement, termination Executive acknowledges that he intends that this Agreement shall be effective as a bar to each and every one of the Claims hereinabove mentioned or separation from employment with the Employer Group implied. Executive expressly consents that this Agreement shall be given full force and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited effect according to (i) any each and all claims under Title VII of the Civil Rights Actits express terms and provisions, as amendedINCLUDING THOSE RELATING TO UNKNOWN, the Americans with Disabilities ActUNSUSPECTED OR UNANTICIPATED CLAIMS, as amendedIF ANY, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsAS WELL AS THOSE RELATING TO ANY OTHER CLAIMS HEREINABOVE MENTIONED OR IMPLIED.

Release. (a) General Release In consideration of the promises and Waiver of Claims In exchange for payments made by the consideration provided Company in this Agreement, the which Employee would otherwise not be entitled to except by signing this Agreement, Employee, on behalf of Employee and his any heirs, executors, representativesadministrators, or assigns, irrevocably and unconditionally releases and holds harmless the Company and any related holding, parent, sister, or subsidiary corporations or entities and its and their respective owners, directors, officers, employees, agents, attorneys, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of its and their respective officerspredecessors, directorssuccessors, employeesheirs, shareholdersexecutors, trustees, partners administrators and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities assigns (collectively, the "“Releasees"”) from any and all actions, causes of action, suits, debts, charges, complaints, claims, demands, actionsliabilities, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) obligations of any kind whatsoever (collectivelynature whatsoever, "Claims"), whether known or unknown, suspected or unsuspected, which Employee ever had or now has, against each or any of the Releasees (hereinafter the “Claims”), arising from or relating in any way to Employee’s employment or the beginning termination of time to that employment, whether the Claims arise from any alleged violation of any federal, state, or local statutes, ordinances, or common law, and whether based on contract, tort, or statute or any other legal or equitable theory, through the date of the Employee's execution of this Agreement, including. Such claims include, without limitation, any claims for severance or vacation or other benefits, unpaid wages, salary or incentive payment, breach of contract, wrongful discharge, or discrimination under any federal, statestate or local statute or regulation, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, including but not limited to (i) any and all claims arising under Title VII of the Civil Rights Act, as amendedAct of 1991, the Americans with Disabilities Act, as amendedthe Age Discrimination in Employment Act (ADEA), the Equal Pay Act, the Utah Antidiscrimination Act, Utah Right to Work Law, the Utah Minimum Wage Act, the Fair Labor Standards Act, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all other federal or state statutes. This release does not include a release of claims arising out of a breach of this Agreement or any amounts due under it (including any Claims under any of the Equity Documents), nor does it release any claims which cannot be released as a matter of law, including without limitation, claims for unemployment benefits under the Utah Employment Security Act or workers’ compensation of under the Utah Workers’ Compensation Act. Employee is also not releasing any type whatsoever, including but not limited to claims for salaryaccrued benefits, wagesfor indemnification or advancement of expenses and any rights under applicable D&O insurance policies. For its part, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) the Company on behalf of itself and its affiliates agrees to release Employee from any and all actions, causes of action, suits, debts, charges, complaints, claims, demands, liabilities, and obligations of any nature whatsoever, known or unknown, suspected or unsuspected that it or they ever had or now have against Employee arising from or relating in any way to Employee’s employment or the termination of that employment, other than claims arising under tort, contract and/or quasi-contract law, including but not limited unknown to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach any of the covenant Company’s officers or members of good faith and fair dealingits board of directors, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary criminal or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsfraudulent conduct.

Release. (a) General Release and Waiver of Claims In exchange for the consideration provided in this Agreement, the Employee BANIN and his representatives, heirs, executorssuccessors, representatives, agents, insurers, administrators, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully do hereby completely release and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assignsTCSI, and all of its and their respective present and former shareholders, officers, directors, agents, employees, shareholdersattorneys, trusteessuccessors, partners and OTHER RELATED PERSONS OR ENTITIESassigns, in their corporate and individual capacities (collectively, the "ReleaseesReleased Parties") from any and all claims, rights, demands, actions, obligations, liabilities, and causes of actionsaction of every kind and character, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether known or unknown, mature or unmatured, which BANIN may have now or in the future arising from the beginning of time any act or omission or condition occurring on or prior to the date of the Employee's execution of this Agreement, Effective Date (including, without limitation, any claims under the future effects of such acts, omissions, or conditions), whether based on tort, contract (express or implied), or any federal, state, or local or foreign law, that Releasors may have, have ever had or may in the future have arising out ofstatute, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matterregulation, including, but not limited to to, the matters that were raised or could have been raised in the Civil Action (i) collectively, the "Released Claims"). By way of example and not in limitation of the foregoing, Released Claims shall include any and all claims arising under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended1964, the Age Discrimination in Employment Act, as amendedthe Americans with Disabilities Act, the Uniform Services California Fair Employment and Reemployment Rights Housing Act, the California Labor Code as amendedwell as any claims asserting wrongful termination, the Genetic Information Nondiscrimination Act of 2008fraud, all of their respective implementing regulations and/or any other federalharassment, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppelnegligent infliction of emotional distress, detrimental reliancenegligent or intentional misrepresentation, negligent or intentional interference with contract or prospective economic advantage, defamation, invasion of privacy, nonphysical injuryand claims related to disability. Released Claims shall also include, personal injury but not be limited to, claims for severance pay, bonuses, sick leave, vacation pay, life or sickness health insurance, or any other harmfringe benefit. Notwithstanding the foregoing, wrongful Released Claims shall not include (i) any claims based on obligations or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent rights created by or intentional infliction reaffirmed in this Agreement; (ii) any vested pension rights or any workers' compensation claims (the settlement of emotional distresswhich would require approval by the California Workers' Compensation Appeals Board); and (iviii) any and all claims for monetary rights of indemnity as a former employee of TCSI which BANIN may have under statute or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsotherwise.

Release. (a) General Release Without limiting the above, and Waiver subject to Seller’s liability with respect to the representations, warranties and covenants of Claims In exchange for the consideration provided Seller contained in this Agreement, Buyer on behalf of itself and its successors and assigns waives its right to recover from, and forever releases and discharges, Seller, Seller’s affiliates, Seller’s investment advisor, the Employee partners, trustees, beneficiaries, shareholders, members, managers, directors, officers, employees and his agents and representatives of each of them, and their respective heirs, executorssuccessors, representatives, agents, insurers, administrators, successors personal representatives and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive“Seller Related Parties”), release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all demands, claims, demandslegal or administrative proceedings, actionslosses, causes of actionsliabilities, obligationsdamages, penalties, fines, liens, judgments, rights, fees, damages, debts, obligations, liabilities and costs or expenses (inclusive of attorneys' fees) of any kind whatsoever (collectivelyincluding, "Claims"without limitation, court costs and attorneys’ fees and disbursements), whether direct or indirect, known or unknown, from the beginning foreseen or unforeseen, that may arise on account of time or in any way be connected with or related to the date Property, this Agreement and/or the transactions contemplated hereunder, including, without limitation (i) the physical condition of the Employee's execution Property including, without limitation, all structural and seismic elements, all mechanical, electrical, plumbing, sewage, heating, ventilating, air conditioning and other systems, the environmental condition of this Agreementthe Property and the presence of Hazardous Materials on, under or about the Property, (ii) any law or regulation applicable to the Property, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group Environmental Law and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, statestate or local law, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tortthe Disclosure Items, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any Exception Matter or (v) any other matter. (b) In connection with Section 3.7(a) above, Buyer expressly waives the benefits of Section 1542 of the California Civil Code, which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” BUYER ACKNOWLEDGES AND AGREES THAT IT HAS BEEN REPRESENTED BY LEGAL COUNSEL OF ITS CHOICE IN CONNECTION WITH THIS AGREEMENT, AND THAT SUCH COUNSEL HAS EXPLAINED TO BUYER THE PROVISIONS OF THIS SECTION 3.7. BY INITIALING BELOW, BUYER CONFIRMS IT HAS AGREED TO THE PROVISIONS OF THIS SECTION 3.7. In this connection, Buyer hereby agrees, represents and all warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses and other claims and liabilities which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit Seller and the Seller Related Parties from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses and other claims and liabilities which might in any way be included as a material portion of the consideration given to Seller by Buyer in exchange for monetary or equitable reliefSeller’s performance hereunder. Seller has given Buyer material concessions regarding this transaction in exchange for Buyer agreeing to the provisions of this Section 3.7. Each Seller and Buyer have initialed this Section 3.7 to further indicate their awareness and acceptance of each and every provision hereof; provided, including but however that failure of any party to initial this Section 3.7 below shall not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsinvalidate this Section 3.7 nor any other provision of this Agreement.

Release. (a) General Release and Waiver A. The Executive, on behalf of Claims In exchange for the consideration provided in this Agreementhimself, the Employee and his descendants, dependents, heirs, executors, representativesadministrators, assigns, and successors, and each of them, hereby covenants not to ▇▇▇ and fully releases and discharges the Company and each of its parents, subsidiaries and affiliates, past and present, as well as its and their trustees, directors, officers, members, managers, partners, agents, attorneys, insurers, administratorsemployees, successors and assigns (collectivelystockholders, the "Releasors") irrevocably and unconditionally fully and forever waiverepresentatives, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all successors, past and present, and each of their respective officersthem, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from with respect to any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether known or unknown, from the beginning of time to the date of the Employee's execution of this Agreement, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims claim under Title VII of the Civil Rights Act, as amendedAct of 1964, the Americans with Disabilities Act, as amendedthe Age Discrimination in Employment Act of 1967 (“ADEA”), the Family and Medical Leave Act, as amendedAct of 1993, the Fair Labor Standards ActNew York Human Rights Law, the Equal Pay Act, as amendedNew York Retaliatory Action By Employers Law, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits)New York Civil Rights Law, the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42New York Nondiscrimination for Legal Actions Law, the ▇▇▇▇▇▇▇▇New York Wage-▇▇▇▇▇ Act of 2002, as amendedHour Law, the Worker Adjustment and Retraining Notification Act, as amendedNew York Workers' Compensation Law, the National Labor Relations Act, as amendedNew York Wage Payment Law, the Age Discrimination in Employment ActNew York City Human Rights Law, as amendedand for harassment, the Uniform Services Employment discrimination and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation retaliation of any type whatsoeverkind, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harmcause of action, wrongful or retaliatory any claim, for severance pay, bonus, sick leave, holiday pay, vacation pay, life insurance, health or medical insurance or any other fringe benefit, workers’ compensation or disability coverage, in each case arising out his service as an officer or employee or his separation from his position as an officer or employee, as applicable, committed or omitted prior to the date of this Separation Agreement. Notwithstanding the foregoing, the Executive is specifically not releasing any rights he has to indemnification by the Company in his capacity as an officer or director of the Company, any claims he has or may have in the future in his capacity as a director of the Company, or any claims he has for reimbursement of medical or dental claims incurred under Company policies. Nothing in this Section VI.A. shall expressly or by implication diminish, decrease, discharge, fraud, defamation, slander, libel, false imprisonment, negligent release or intentional infliction lessen the obligations of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsthe Company under this Separation Agreement.

Release. (a) General Release and Waiver You, on behalf of Claims In exchange for the consideration provided in this Agreementyourself, the Employee and his your heirs, executors, representativesadministrators and/or assigns, agentsdo hereby release and discharge Altice USA, insurersInc. together with its direct and indirect parent companies, administratorssubsidiaries, affiliates, joint ventures, partners, and related entities, past, present and future, and any of its or their predecessors, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns“Company”), and all any of its or their respective officers, directors, employees, consultants, agents, insurers, reinsurers, shareholders, trusteesrepresentatives and assigns, partners past, present and OTHER RELATED PERSONS OR ENTITIESfuture, in their corporate and individual capacities (collectivelycollectively with the Company, the "“Releasees") ”), of and from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damageslegally waivable suits, debts, obligationscomplaints, liabilities claims, liabilities, demands or causes of action, or any right to any other monetary recovery or personal relief, known or unknown, of whatever nature, which you, or any of your heirs, executors, administrators, and expenses (inclusive assigns ever had or now have against each or any of attorneys' fees) the Releasees, based upon or arising from any fact or set of any kind whatsoever (collectively, "Claims")facts, whether known or unknownunknown to you, from the beginning of time to the date of the Employee's execution of this Agreement, including, without limitation, any and all claims arising out of or relating to your employment by the Company or the separation of your employment. Without limiting the generality of the foregoing, this Release includes any claim or right based upon or arising under any federal, statestate or local law regarding fair employment practices, local equal opportunity in employment, employment discrimination, retaliation, harassment, leaves of absence, payment of wages or foreign lawbenefits, that Releasors may haveworking conditions, have ever had or may in the future have arising out oftermination of employment, whistleblowing, or in any way related to the Employee's hire, benefits, otherwise regulating employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) to, any and all claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act, Title VII of the Civil Rights ActAct of 1964, as amendedSection 1981 of the Civil Rights Act of 1870, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Family and Medical Leave Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008Act, the Fair Labor Standards Act, each as amended, and any and all of their respective implementing regulations and/or any other federal, statestate or local statutory or common law claims, local now or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoeverhereafter recognized, including but not limited to to, any claims for salaryeconomic loss, wagescompensatory damages, bonusespunitive damages, commissionsliquidated damages, incentive attorneys’ fees, expenses and costs. (b) The Release section of this Agreement excludes: claims arising after you sign this Agreement; claims for breach of this Agreement; claims to any vested benefits to which you are entitled under any of the Company's employee benefit plans, in accordance with the terms of the applicable plan documents; and claims that cannot be waived, such as claims for unemployment or workers' compensation, vacation and/or severance; (iii) any and all claims arising under tortthe Federal Fair Labor Standards Act or applicable state wage and hour laws, contract and/or quasi-contract and any claims that cannot be waived as a matter of law. Neither the Release section above nor anything else in this Agreement limits your rights to file a charge with any administrative agency (such as the U.S. Equal Employment Opportunity Commission or a state fair employment practices agency) or to participate in an agency investigation or other administrative proceeding. However, including but not limited you give up all rights to claims of breach of an expressed any money or implied contractother personal benefit from any administrative charge, tortious interference with contract investigation, or prospective business advantageother administrative proceeding. (c) You further agree and covenant that should any person, breach organization, or other entity file, charge, claim, ▇▇▇, or cause or permit to be filed any civil action, suit or legal proceeding, or if any person, organization, or other entity has filed, charged, claimed, sued, or caused or permitted to be filed any civil action, suit or legal proceeding, against any of the covenant Releasees involving any matter encompassed by the release of good faith claims in subsection 3(a) above, you are not entitled to and fair dealingwill not seek or accept personal equitable or monetary relief in such civil action, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical suit or legal proceeding. (d) You affirm that you have reported to the Company in writing any work-related physical or mental injury, personal injury illness or sickness or any other harmimpairment, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementswhich you may have experienced.

Release. (a) General Release and Waiver of Claims In exchange a. Except for the consideration provided in rights and obligations arising under this AgreementAgreement and claims related thereto, the Employee Executive, for himself and his heirssuccessors, administrators, executors, representativestrusts, agentstrustees, insurersbeneficiaries, administratorsheirs and assigns, successors hereby fully and assigns generally releases, waives and forever discharges the Company and their respective shareholders, directors, officers, employees, agents and attorneys whether past or present (collectively, the "ReleasorsReleased Parties") irrevocably ), from any and unconditionally fully and forever waiveall actions, release and discharge the Employer Groupsuits, debts, demands, damages, claims, judgments, liabilities, benefits or other remedial relief of any nature, including costs and attorneys' fees, whether known or unknown, including, but not limited to, all claims arising out of Executive's employment with or separation from the Employer's/each member of the Employer Group's parentsCompany, subsidiaries, affiliates, its predecessors, successors and assigns, and all such as (by way of their respective officersexample only) any claim for compensation, directorsexpense reimbursement, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether known severance or unknown, other benefits apart from the beginning benefits stated herein; breach of time to the date contract; wrongful or tortious discharges; impairment of the Employee's execution of this Agreement, including, without limitation, economic opportunity; any claim under common law or equity; any tort; claims under any federal, state, local for reimbursements; claims for commissions; implied or foreign law, that Releasors may have, have ever had express employment contracts or may in the future have arising out of, estoppel; or in any way related to the Employee's hire, benefits, employment, termination or separation from claims for employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims discrimination under Title VII of the Civil Rights ActAct of 1964, as amended, the Rehabilitation Act of 1973, as amended, the Americans with Disabilities ActAct of 1990, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1866 and 1991, as amended, Section 1981 of U.S.C. Title 42or any other state, federal or local law, statute or regulation. Executive acknowledges and agrees that this release, the release contained in SECTION 10 and the covenant not to ▇▇▇ set forth in SECTION 11 are essential and material terms of this Agreement and that, without such release and covenant not to ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amendedno agreement would have been reached by the parties and no separation payment would have been paid. b. Except for the rights and obligations arising under this Agreement and claims relating thereto, the Worker Adjustment Company for themselves and Retraining Notification Actthe other Released Parties, as amendedhereby fully and generally releases, waives and forever discharges the National Labor Relations ActExecutive, as amendedfor himself and his successors, the Age Discrimination in Employment Actadministrators, as amendedexecutors, the Uniform Services Employment trusts, trustees, beneficiaries, heirs and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) assignees from any and all claims for compensation actions, suits, debts, demands, damages, claims, judgments, liabilities, benefits or other remedial relief of any type whatsoevernature, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any costs and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back paywhether known or unknown, front payincluding, reinstatementbut not limited to, experts' feesall claims arising out of Executive's employment with or separation from the Company, medical fees its predecessors, successors, assigns, such as (by way of example only) any claim for compensation, severance or expenses, costs other benefits apart from the benefits stated herein; breach of contract; impairment of economic opportunity; any claim under common law or equity; and disbursementsany tort.

Release. (a) General Release and Waiver of Claims In exchange for the consideration provided consideration, promises, and covenants contained in this Agreement, the Employee ▇▇. ▇▇▇▇▇▇, on behalf of himself and his heirs, executorsrespective agents, representatives, attorneys, assigns, heirs, executors and administrators, hereby releases and forever discharges UMED and all of its past, present and future owners, partners, shareholders, parent companies, subsidiaries, divisions, related entities, affiliates, and insurers, and each of their respective past, present and future directors, officers, shareholders, agents, representatives, employees, insurers, administratorsattorneys, successors predecessors, successors, heirs, and assigns assigns, and any and all of them (collectively, the "ReleasorsReleased Parties") irrevocably and unconditionally fully and forever waive), release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all claims, demandsliability, actions, causes of actionsaction, claims, charges, complaints, demands, grievances, obligations, judgments, rights, feeslosses, damages, debtsinjuries and legal responsibilities, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims")type whatsoever, whether known or unknown, unforeseen, unanticipated, unsuspected or latent, which ▇▇. ▇▇▇▇▇▇, now owns or holds, or has at any time heretofore owned or held, or may at any time hereafter own or hold, by reason of any matter arising from the beginning of time any cause whatsoever prior to the date Effective Date that are based upon, relate to or arise out of the Employee's execution of this Agreement▇▇. ▇▇▇▇▇▇'▇ current or former employment or association with UMED, whether in law, equity, contract or tort, including, without limitation, any claims under any federalthe Fair Labor Standards Act, stateNational Labor Relations Act, local or foreign lawLabor Management Relations Act, that Releasors may haveEmployee Retirement Income Security Act, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights ActAct of 1964, as amended, the Civil Rights Act of 1991, Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Age Discrimination in Employment Act, as amended (with respect to unvested benefits), by the Civil Rights Older Workers Benefit Protection Act of 19911990, as amendedRehabilitation Act of 1973, Section 1981 of U.S.C. Title 42Executive Order 11246, the Family and Medica·l Leave Act, ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment Health Insurance Portability and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Accountability Act of 20081996, all any amendments to any of their respective implementing regulations and/or the foregoing statutes, or under any other federal, state, local municipal or foreign law (statutoryother governmental statute, regulatory regulation, ordinance or otherwise) that may be legally waived and released; (ii) order, including, without limitation, under any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any applicable state and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsfederal laws.

Release. (a) General Release Without limiting the above, and Waiver subject to the CarrAmerica Warranties and any covenants of Claims In exchange for the consideration provided Seller contained in this AgreementAgreement or in any of the Closing Documents and subject to the provisions of Section 3.07(c) below, from and after the Closing, RREEF on behalf of itself and its successors and assigns waives its right to recover from, and forever releases and discharges, CarrAmerica, CarrAmerica’s Affiliates, the Employee partners, trustees, beneficiaries, shareholders, members, managers, directors, officers, employees and his agents and representatives of each of them, and their respective heirs, executorssuccessors, representatives, agents, insurers, administrators, successors personal representatives and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive“CarrAmerica Related Parties”), release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees") from any and all demands, claims, demandslegal or administrative proceedings, actionslosses, causes of actionsliabilities, obligationsdamages, penalties, fines, liens, judgments, rights, fees, damages, debts, obligations, liabilities and costs or expenses (inclusive of attorneys' fees) of any kind whatsoever (collectivelyincluding, "Claims"without limitation, court costs and attorneys’ fees and disbursements), whether direct or indirect, known or unknown, from foreseen or unforeseen, that may arise on account of (i) the beginning physical condition of time the Property including, without limitation, all structural and seismic elements, all mechanical, electrical, plumbing, sewage, heating, ventilating, air conditioning and other systems, the environmental condition of the Property and the presence of Hazardous Materials on, under or about the Property, or (ii) any law or regulation applicable to the date of the Employee's execution of this AgreementProperty, including, without limitation, any claims under laws with respect to Hazardous Materials and any other federal, statestate or local law. The provisions of this Section 3.07 shall survive the Closing. (b) In connection with Section 3.07(a) above, local RREEF expressly waives the benefits of Section 1542 of the California Civil Code, which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.” RREEF ACKNOWLEDGES AND AGREES THAT IT HAS BEEN REPRESENTED BY LEGAL COUNSEL OF ITS CHOICE IN CONNECTION WITH THIS AGREEMENT, AND THAT SUCH COUNSEL HAS EXPLAINED TO BUYER THE PROVISIONS OF THIS SECTION 3.07. BY INITIALING BELOW, RREEF CONFIRMS IT HAS AGREED TO THE PROVISIONS OF THIS SECTION 3.07. RREEF’S INITIALS: (c) Notwithstanding anything to the contrary contained in this Article, RREEF is not releasing any claims RREEF may have against CarrAmerica, CarrAmerica’s Affiliates or foreign law, that Releasors may have, have ever had or may in the future have any of CarrAmerica’s Related Parties arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to of (i) any and all claims breach of any of CarrAmerica’s Warranties or any of CarrAmerica’s covenants in this Agreement or under Title VII of the Civil Rights ActClosing Documents, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims by RREEF against CarrAmerica, CarrAmerica’s Affiliates or any of CarrAmerica’s Related Parties arising out of claims against RREEF or the Venture by third parties for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness property damage with respect to events occurring prior to Closing during CarrAmerica’s (or its Affiliate’s) period of ownership, and not actually discovered during RREEF’s inspections pursuant to Section 3.02, provided that the exclusion in this clause (ii) shall not apply to third party claims for remediation of environmental conditions on the Property or any other harm, wrongful real properties or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent for the repair or intentional infliction replacement of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsphysical conditions on the Property.

Release. (a) General Release and Waiver You, on behalf of Claims In exchange for the consideration provided in this Agreementyourself, the Employee and his your heirs, executors, representativesadministrators and/or assigns, agentsdo hereby release and discharge MSG and Cablevision Systems Corporation, insurerstogether with its and their direct and indirect parent corporations, administratorssubsidiaries, affiliates, joint ventures, partners, and related entities, past, present and future, and its or their predecessors, successors and assigns (collectively, the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns“Company”), and all of its or their respective officers, directors, employees, consultants, agents, insurers, reinsurers, shareholders, trusteesrepresentatives and assigns, partners past, present and OTHER RELATED PERSONS OR ENTITIESfuture, in their corporate and individual capacities (collectivelycollectively with the Company, the "“Releasees") ”), of and from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damageslegally waivable suits, debts, obligationscomplaints, liabilities claims, liabilities, demands or causes of action, or any right to any other monetary recovery or personal relief, known or unknown, of whatever nature, which you, or any of your heirs, executors, administrators, and expenses (inclusive assigns ever had or now have against each or any of attorneys' fees) the Releasees, based upon or arising from any fact or set of any kind whatsoever (collectively, "Claims")facts, whether known or unknownunknown to you, from the beginning of time to the date of the Employee's execution of this Agreement, including, without limitation, any and all claims arising out of or relating to your employment by MSG or the Company, or the termination of your employment by your retirement. Without limiting the generality of the foregoing, this Release includes any claim or right based upon or arising under any federal, state, state or local fair employment practices or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matterequal opportunity laws, including, but not limited to (i) to, any and all claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act, Title VII of the Civil Rights ActAct of 1964, as amendedSection 1981 of the Civil Rights Act of 1870, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits)the Family Medical Leave Act, the New York Human Rights Law, the New York Labor Law, the New York Executive Law, the New York Wage and Hour Laws, the New York Civil Rights Act of 1991Law, as amendedthe New Jersey Law Against Discrimination, Section 1981 of U.S.C. Title 42the Conscientious Employee Protection Act, the New Jersey Family Leave Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Act, each as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment any and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, statestate or local statutory or common law claims, local now or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoeverhereafter recognized, including but not limited to to, any claims for salaryeconomic loss, wagescompensatory damages, bonusespunitive damages, commissionsliquidated damages, incentive compensationattorneys’ fees, vacation and/or severance; expenses and costs. (iiib) Notwithstanding the generality of the foregoing, nothing herein constitutes a release or waiver by you of: (i) any and all claims arising claim or right that may arise after the execution of this Agreement; or (ii) any claim or right you may have under tortthis Agreement. (c) You further agree that has or should any person, contract and/or quasi-contract laworganization, including but not limited or other entity file, charge, claim, ▇▇▇, or cause or permit to claims of breach of an expressed be filed any civil action, suit or implied contract, tortious interference with contract or prospective business advantage, breach legal proceeding against any of the covenant of good faith Releasees involving any matter occurring at any time in the past, you are not entitled to and fair dealingwill not seek or accept personal equitable or monetary relief in such civil action, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical suit or legal proceeding. (d) You affirm that you have reported to the Company in writing any work-related physical or mental injury, personal injury illness or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsimpairment which you may have experienced.

Release. In consideration for my election to receive the continued option vesting and secretarial services that YUM! BRANDS, INC. (athe “Company”) General Release agreed to provide me as of my Resignation Date and Waiver as described in the Letter Agreement of Claims In exchange for November 17, 2005 (the consideration provided in this “Letter Agreement”), the Employee I, ▇▇▇▇▇ ▇. ▇▇▇▇, on behalf of myself and his my heirs, executors, representatives, agents, insurers, administrators, successors attorneys and assigns (collectivelyassigns, the "Releasors") irrevocably and unconditionally fully and forever hereby waive, release and forever discharge the Employer Group, including the Employer's/each member of the Employer Group's parents, Company together with its subsidiaries, divisions and affiliates, predecessorswhether direct or indirect, successors its and assigns, their joint ventures and all of joint venturers (including their respective directors, officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIESagents, in past, present, and future), and each of its and their corporate respective successors and individual capacities assigns (collectivelyhereinafter collectively referred to as “Releasees”), the "Releasees") from any and all known or unknown actions, causes of action, claims or liabilities of any kind which have or could be asserted against the Releasees arising out of or related to my employment with and/or separation from employment with the Company and/or any of the other Releasees and/or any other occurrence up to and including the date of this Release, including but not limited to: (a) claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, action or liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether known or unknown, from the beginning of time to the date of the Employee's execution of this Agreement, including, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights Act, as amended, the Age Discrimination in Employment Act, as amended (the “ADEA”), including the Older Workers Benefit Protection Act, as amended (the “OWBPA”), the Rehabilitation Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Actand/or any other federal, the Equal Pay Actstate, as amendedmunicipal, or local employment discrimination statutes or ordinances (including, but not limited to, claims based on age, sex, attainment of benefit plan rights, race, color, religion, national origin, marital status, sexual orientation, ancestry, harassment, parental status, handicap, disability, retaliation, and veteran status); and/or (b) claims, actions, causes of action or liabilities arising under any other federal, state, municipal, or local statute, law, ordinance or regulation (including, but not limited to, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amended, Section 1981 of U.S.C. Title 42, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended, and the Worker Adjustment and Retraining Notification WARN Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law ); and/or (statutory, regulatory or otherwise) that may be legally waived and released; (iic) any and all claims that the Company is in any way obligated for compensation of any type whatsoeverreason to pay me damages, expenses, litigation costs (including but not limited to claims for salaryattorneys’ fees), wages, bonuses, severance pay, stock options, long or short term incentive pay, vacation pay, separation pay, termination pay, any type of payments or benefits based on my separation from employment, incentive pay, commissions, incentive compensationdisability benefits or sick pay, vacation life insurance, or any other employee benefits of any kind, compensatory damages, punitive damages, and/or severanceinterest; and/or (iiid) any and all claims arising under tortother claim whatsoever including, contract and/or quasi-contract law, including but not limited to to, claims of based upon breach of an expressed or implied contract, tortious interference with contract or prospective business advantagewrongful termination, breach retaliatory discharge, defamation, intentional infliction of the covenant of good faith and fair dealingemotional distress, promissory estoppeltort, detrimental reliancepersonal injury, invasion of privacy, nonphysical injuryviolation of public policy, personal injury or sickness or negligence and/or any other harmcommon law, wrongful statutory or retaliatory dischargeother claim whatsoever arising out of or relating to my employment with and/or separation from employment with the Company and/or any of the other Releasees. Excluded from this Release and Covenant Not to ▇▇▇ is any claim or right which cannot be waived by law, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and including all claims for monetary or equitable relief, including but not limited arising after the date of this Release and Covenant Not to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursements▇▇▇.

Release. (a) General Release and Waiver of Claims In exchange for the consideration provided in this Agreementpayments set forth herein, the Employee Executive, for himself and his heirs, executorspersonal representatives, successors and assigns, forever releases, remises and discharges the Company and each of its past, present, and future officers, directors, shareholders, members, employees, trustees, agents, representatives, agents, insurers, administratorsaffiliates, successors and assigns (collectively, collectively the "Releasors") irrevocably and unconditionally fully and forever waive, release and discharge the “Employer Group, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and assigns, and all of their respective officers, directors, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, in their corporate and individual capacities (collectively, the "Releasees"Released Parties”) from any and all claims, claims for relief, demands, actions, actions and causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) action of any kind whatsoever (collectivelyor description whatsoever, "Claims"), whether known or unknown, whether arising out of contract, tort, statute, treaty or otherwise, in law or in equity, which Executive now has, has had, or may hereafter have against any of the Employer Released Parties from the beginning of time his employment with the Company to the date of the Employee's execution Effective Date of this Agreement, includingarising from, without limitation, any claims under any federal, state, local or foreign law, that Releasors may have, have ever had or may in the future have arising out ofconnected with, or in any way related growing out of, directly or indirectly, Executive’s employment by the Company, Executive’s service as the Vice President and Chief Financial Officer of the Company, the services provided by Executive to the Employee's hireCompany, benefitsor any transaction prior to the Effective Date and all effects, employmentconsequences, termination or separation from employment with the Employer Group losses and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matterdamages relating thereto, including, but not limited to (i) any and to, all claims arising under Title VII of the Civil Rights Act, as amended, the Americans with Disabilities Act, as amended, the Family Acts of 1866 and Medical Leave Act, as amended1964, the Fair Labor Standards ActAct of 1938, the Equal Pay Act, as amendedAct of 1963, the Employee Retirement Income Security ActAge Discrimination in Employment Act of 1967, as amended (with respect to unvested benefits)the Rehabilitation Act of 1973, the Older Workers Benefit Protection Act of 1990, the Americans With Disabilities Act of 1990, the Civil Rights Act of 1991, as amended, Section 1981 the Family and Medical Leave Act of U.S.C. Title 421993, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Consolidated Omnibus Budget Reconciliation Act (“COBRA”), Title 4112 of 2002the Ohio Revised Code, as amendedand all other federal or state laws governing employers and employees; provided, however, that nothing in this Section 4 will bar, impair or affect the obligations, covenants and agreements of the Company set forth in this Agreement. The Company represents and warrants to Executive that to the best of the Company’s knowledge, the Worker Adjustment and Retraining Notification Act, as amended, Company has not engaged in any violation of law that could give rise to Executive’s having a claim against the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or any other federal, state, local or foreign law (statutory, regulatory or otherwise) that may be legally waived and released; (ii) any and all claims for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsCompany.

Release. (a) General Release In consideration of the payments and Waiver of Claims In exchange for the consideration provided benefits described in this Agreement, to which Employee agrees that Employee is not entitled unless he executes this Release and the Employee Release Affirmation, and his unless it becomes effective in accordance with the terms hereof, Employee, for and on behalf of himself and him heirs, executors, representatives, agents, insurers, administrators, successors and assigns (collectively, the "“Releasors") irrevocably ”), subject to the last sentence of this Section 3(b), hereby waives and unconditionally fully releases all common law, statutory, and forever waiveother complaints, release claims, charges, and discharge causes of action of any kind whatsoever, whether known or unknown, in law or in equity, that Employee ever had, now has, or may have against the Employer GroupCompany and its shareholders, including the Employer's/each member of the Employer Group's parents, subsidiaries, affiliates, predecessors, successors and successors, assigns, and all of their respective officers, directors, officers, partners, members, managers, employees, shareholders, trustees, partners and OTHER RELATED PERSONS OR ENTITIES, trustees (in their corporate official capacities), employee benefit plans and individual capacities their administrators and fiduciaries (in their official capacities), representatives, or agents, or any of their affiliates, successors, or assigns (collectively, the "“Releasees") from any and all claims, demands, actions, causes of actions, obligations, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims"”), whether known by reason of facts or unknown, from the beginning of time omissions that have occurred on or prior to the date of the Employee's execution of that Employee signs this Agreement, including, without limitation, any claims complaint, charge or cause of action arising out of Employee’s employment or termination of employment, or any term or condition of that employment, or arising under any federal, state, local local, or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related laws pertaining to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, but not limited to (i) any and all claims under Title VII of the Civil Rights National Labor Relations Act, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the Civil Rights Act of 1991, as amendedthe Americans With Disabilities Act of 1990, Section 1981 Title VII of U.S.C. Title 42the Civil Rights Act of 1964, the Employee Retirement Income Security Act of 1974, the Family and Medical Leave Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, all as amended, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the Genetic Information Nondiscrimination Act of 2008, all of their respective implementing regulations and/or or any other federal, state, local local, or foreign law (statutorylaws relating to discrimination on the basis of age, regulatory sex, or otherwise) that may be legally waived and released; (ii) any and other protected class, all claims under federal, state, local, or foreign laws for compensation of any type whatsoever, including but not limited to claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) any and all claims arising under tort, contract and/or quasi-contract law, including but not limited to claims of express or implied breach of an expressed or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress, and all related claims for attorneys’ fees and costs. Except with respect to Unreleased Claims (as defined herein), Employee agrees that the foregoing release may be pleaded as a full defense to any action, suit, arbitration, or other proceeding covered by the terms hereof that is or may be initiated, prosecuted, or maintained by the Releasors. Employee acknowledges that he intends to waive and release all rights, known or unknown, that he may have against the Releasees under these or any other laws; provided, that expressly excluded from this release are (i) any claim to enforce any rights Employee has under this Agreement, including the right to any severance payment under this Agreement, and (ivii) any and all claims for monetary or equitable reliefrights that cannot be released as a matter of law (collectively, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsthe “Unreleased Claims”).

Release. (a) General Release In consideration of the Severance set forth above, and Waiver of Claims In exchange for as a material inducement to the consideration provided in Company to enter into this Agreement, the Employee and his Executive agrees, for him/herself, Executive’s heirs, executors, administrators, representatives, agents, insurers, administrators, successors and assigns and anyone claiming by, through or for Executive, or anyone making a claim on Executive’s behalf (collectivelyfor purposes of this Section, the "Releasors") “Executive”), to irrevocably and unconditionally fully and forever waive, release and forever discharge the Employer GroupCompany, including the Employer's/each member of the Employer Group's and its respective present, past, and future parents, subsidiaries, and affiliated corporations, divisions, affiliates, predecessors, successors principals, partners, joint venturers, representatives, successors, and assigns, and all of their respective officersits past and present owners, directors, officers, employees, shareholdersstockholders, trusteesattorneys, partners agents, and OTHER RELATED PERSONS OR ENTITIESinsurers, and all persons acting by, through, under or in their corporate concert with any of them and individual capacities all other persons, firms and corporations whomsoever (collectively, the "Releasees"collectively “Released Parties”) from any and all claims, demandsliability, actions, causes of actions, obligationscommon law claims, judgments, rights, fees, damages, debts, obligations, liabilities and expenses (inclusive of attorneys' fees) of any kind whatsoever (collectively, "Claims"), whether known or unknown, from the beginning of time to the date of the Employee's execution of this Agreement, including, without limitation, any statutory claims under any federallocal, state, local state or foreign law, that Releasors may have, have ever had or may in the future have arising out of, or in any way related to the Employee's hire, benefits, employment, termination or separation from employment with the Employer Group and any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter, including, federal law including but not limited to (i) any rights and all claims under any state’s human rights act, civil rights laws, or similar law, any state’s wage payment act or similar law, any wage payment act or similar law, any law governing any aspect of employment, Title VII of the Civil Rights ActAct of 1964, as amended, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, as amended, the Fair Labor Standards Act, the Equal Pay Act, as amended42 U.S.C. § 1981, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits)the Consolidated Omnibus Budget Reconciliation Act, the Civil Rights Americans with Disabilities Act of 1991, as amended, Section 1981 of U.S.C. Title 421990, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Fair Labor Standards Act of 2002, as amended1938, the Worker Adjustment and Retraining Notification Act, as amended, the National Labor Relations Act, as amendedFamily & Medical Leave Act of 1993, the Age Discrimination in Employment Act, as amendedAct of 1967, the Uniform Services Age Discrimination in Employment and Reemployment Rights Act Amendments of 1990 (sometimes known as the “Older Workers Benefit Protection Act, as amended”), the Genetic Information Nondiscrimination Equal Pay Act of 20081963, the Worker Adjustment Retraining Notification Act of 1988, and any amendment thereto, the Federal Employer’s Liability Act; all of their respective implementing regulations and/or claims arising from labor protective conditions imposed by the Interstate Commerce Commission or the Surface Transportation Board; all oral or written contract rights, including any rights under an employment agreement, any Company incentive or benefit plan or program, including unvested stock options, and ANY RIGHTS UNDER ANY COLLECTIVE BARGAINING AGREEMENT, INCLUDING ANY SENIORITY RIGHTS, BUMPING RIGHTS AND REINSTATEMENT RIGHTS, RIGHTS TO FILE OR ASSERT A GRIEVANCE OR OTHER COMPLAINT, RIGHTS TO A HEARING (whether before any company official, any system, group, regional or special adjustment board, the National Railroad Adjustment Board, or any other federalentity), stateOR RIGHTS TO ARBITRATION UNDER SUCH AGREEMENT; and any claim under any local, local state or foreign law (statutoryfederal statute, regulatory regulation, rule, ordinance or otherwise) that may be legally waived and released; (ii) common law, breach of contract claims, breach of any collective bargaining agreement claims, and all claims for compensation of any type whatsoeverdemands, damages, expenses, fees (including attorney’s fees, court costs, expert witness fees, etc.), which Executive may now have against the Released Parties and/or have on account of, arising out of, or in connection with all interactions, transactions or contracts, express or implied, between Executive and the Released Parties, including, but not limited to claims Executive’s employment and the termination thereof, through the date of this Agreement. Nothing in this Agreement shall limit or impede Executive’s right to file or pursue an administrative charge with, or participate in, any investigation before the Equal Employment Opportunity Commission (“EEOC”), any Federal, State, or Local Agency, or to file a claim for salaryunemployment benefits, wagesand/or any causes of action which by law Executive may not legally waive. Executive agrees, bonuseshowever, commissionsthat if Executive or anyone on Executive’s behalf, incentive compensationbrings any action concerning or related to any cause of action or liability released in this agreement, vacation and/or severance; (iii) Executive waives Executive’s right to, and will not accept, any and all claims arising under tortpayments, contract and/or quasi-contract lawmonies, including but not limited to claims of breach of an expressed damages, or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, defamation, slander, libel, false imprisonment, negligent or intentional infliction of emotional distress; and (iv) any and all claims for monetary or equitable relief, including but not limited to attorneys' fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursementsawarded in connection therewith.