Common use of SECOND RELEASE TO THE COMPANY Clause in Contracts

SECOND RELEASE TO THE COMPANY. In further consideration of compensation and benefits provided to Xxxxxxx X. Xxxxx (“Executive”) pursuant to Section 2(b) of the Agreement dated between Radian Group Inc. and Radian Asset Assurance Inc. (collectively, the “Company”) and Executive (the “Agreement”), Executive hereby executes this Second Release to the Company (the “Second Release”) and does hereby REMISE, RELEASE, AND FOREVER DISCHARGE the Company and each of its past or present subsidiaries, parents and affiliates, its and their past or present officers, directors, stockholders, employees and agents, their respective successors and assigns, heirs, executors and administrators, the pension and employee benefit plans of the Company, or of its past or present subsidiaries, parents or affiliates, and the past or present trustees, administrators, agents, or employees of the pension and employee benefit plans (the “Released Parties”), acting in any capacity whatsoever, of and from any and all manner of actions and causes of actions, suits, debts, claims and demands whatsoever in law or in equity, which Executive ever had, now has, or hereafter may have, or which Executive’s heirs, executors or administrators hereafter may have, by reason of any matter, cause or thing whatsoever from the beginning of Executive’s employment with the Company to the date of this Second Release and particularly, but without limitation of the foregoing general terms, any claims arising from or relating in any way to Executive’s employment relationship and the termination of Executive’s employment relationship with the Company, including but not limited to, any claims which have been asserted, could have been asserted, or could be asserted now or in the future under any federal, state or local laws, including any claims under the Pennsylvania Human Relations Act, 43 PA. C.S.A. §§ 951 et seq., as amended, the Rehabilitation Act of 1973, 29 USC §§ 701 et seq., as amended, Title VII of the Civil Rights Act of 1964, 42 USC §§ 2000e et seq., as amended, the Civil Rights Act of 1991, 2 USC §§ 60 et seq., as applicable, the Age Discrimination in Employment Act of 1967, 29 USC §§ 621 et seq., as amended ( “ADEA”), the Americans with Disabilities Act, 29 USC §§ 706 et seq., and the Employee Retirement Income Security Act of 1974, 29 USC §§ 301 et seq., as amended, any contracts between the Released Parties and Executive and any common law claims now or hereafter recognized and all claims for counsel fees and costs. Notwithstanding anything in this Second Release to the contrary, Executive does not waive any breach by the Company of any provisions of the Agreement and any entitlements under the terms of the Agreement or under the bylaws of the Company or any insurance policies purchased by the Company that provide for indemnification for his actions while an officer or employee of the Company or any of its affiliates. The Company agrees that the Company’s indemnification obligations to Executive under the Company’s bylaws shall continue in effect according to their terms. Executive expressly waives all of his rights afforded by any statute that expressly limits the effect of a release with respect to unknown claims. Executive acknowledges the significance of this release of unknown claims and the waiver of statutory protection against a release of unknown claims which provides that a general release does not extend to claims that the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by it must have materially affected its settlement with the debtor. Executive shall have 21 days to execute this Second Release following his Termination Date. The provisions of Sections 7(d), 7(e) and 7(f) of the Agreement are hereby incorporated herein and references therein to the release shall be deemed to include this Second Release. The undersigned hereby executed this Second Release as of January , 2009. Xxxxxxx X. Xxxxx Witness

Appears in 1 contract

Samples: Transition Agreement (Radian Group Inc)

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SECOND RELEASE TO THE COMPANY. In further consideration of compensation and benefits provided to Xxxxxxx X. Xxxxx Xxx Xxxxxx (“Executive”) pursuant to Section 2(bSections 2(j) (as to grants vesting in February 2008 only) and 2(k) of the Agreement dated between Radian Group Inc. Executive and Radian Asset Assurance Inc. (collectivelythe Company entered into as of January , the “Company”) and Executive 2007 (the “Agreement”), Executive hereby executes this Second Release to the To The Company (herein the “Second Release”) and does hereby REMISE, RELEASE, AND FOREVER DISCHARGE the Company and each of its past or present subsidiaries, parents subsidiaries and affiliates, its and their past or present officers, directors, stockholders, employees and agents, their respective successors and assigns, heirs, executors and administrators, the pension and employee benefit plans of the Company, or of its past or present subsidiaries, parents subsidiaries or affiliates, and the past or present trustees, administrators, agents, or employees of the pension and employee benefit plans (hereinafter collectively included within the term the “Released PartiesCompany”), acting in any capacity whatsoever, of and from any and all manner of actions and causes of actions, suits, debts, claims and demands whatsoever in law or in equity, which Executive ever had, now has, or hereafter may have, or which Executive’s heirs, executors or administrators hereafter may have, by reason of any matter, cause or thing whatsoever from the beginning of Executive’s employment with the Company to the date of this Second Release and particularly, but without limitation of the foregoing general terms, any claims arising from or relating in any way to Executive’s employment relationship and the termination of Executive’s employment relationship with the Company, including but not limited to, any claims which have been asserted, could have been asserted, or could be asserted now or in the future under any federal, state or local laws, including any claims under the Pennsylvania Human Relations Act, 43 PA. C.S.A. §§ 951 et seq., as amended, the Rehabilitation Act of 1973, 29 USC §§ 701 et seq., as amended, Title VII of the Civil Rights Act of 1964, 42 USC §§ 2000e et seq., as amended, the Civil Rights Act of 1991, 2 USC §§ 60 et seq., as applicable, the Age Discrimination in Employment Act of 1967, 29 USC §§ 621 et seq., as amended ( “ADEA”), the Americans with Disabilities Act, 29 USC §§ 706 et seq., and the Employee Retirement Income Security Act of 1974, 29 USC §§ 301 et seq., as amended, any contracts between the Released Parties Company and Executive and any common law claims now or hereafter recognized and all claims for counsel fees and costs. Notwithstanding anything in this Second Release Agreement to the contrary, Executive does not waive any breach by the Company of any provisions of the Agreement and any entitlements under the terms of the this Agreement or under the bylaws any other plans or programs of the Company in which Executive participated and under which Executive has accrued and become or may become entitled to benefits (other that under any insurance policies purchased by the Company that provide for indemnification for his actions while an officer separation or employee of the Company severance plan or any of its affiliates. The Company agrees that the Company’s indemnification obligations to Executive under the Company’s bylaws shall continue in effect according to their terms. Executive expressly waives all of his rights afforded by any statute that expressly limits the effect of a release with respect to unknown claims. Executive acknowledges the significance of this release of unknown claims and the waiver of statutory protection against a release of unknown claims which provides that a general release does not extend to claims that the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by it must have materially affected its settlement with the debtorprograms). Executive shall have 21 twenty-one (21) days to execute this Second Release following his Termination Date. The , and the provisions of Sections 7(d5(a), 7(e) 10, 11 and 7(f) of 12, as set forth in the Agreement Agreement, are hereby incorporated herein and references therein to the release shall be deemed to include this Second Releaseherein. The undersigned I hereby executed execute this Second Release as of January , 20092008. Xxxxxxx X. Xxxxx Xxx Xxxxxx Witness

Appears in 1 contract

Samples: Transition Agreement (Radian Group Inc)

SECOND RELEASE TO THE COMPANY. In further consideration of compensation and the severance benefits provided to Xxxxxxx X. Xxxxx Xxxxxxx (“Executive”) pursuant to Section 2(b) paragraph 2 of the Separation Agreement and General Release dated ____________, 2010 between Radian Group Inc. and Radian Asset Assurance Inc. Eurand N.V., a Netherlands corporation (collectively, the “Company”), Eurand S.p.A., an Italian corporation (“Eurand Italy”) and Executive (the “Separation Agreement”), Executive hereby executes this Second Release to the Company (the “Second Release”) as follows: Intending to be legally bound, Executive, within this settlement agreement, for and in consideration of the commitments of the Company set forth in paragraph 2 of the Separation Agreement, and intending to be legally bound, does hereby REMISE, RELEASE, WAIVE AND FOREVER DISCHARGE the Company and each of its past or present subsidiariesEurand Italy, parents and their stockholders, affiliates, its subsidiaries and parents, their past or present respective officers, directors, stockholdersinvestors, employees employees, and agents, and their respective successors and assigns, heirs, executors and administrators, the pension and employee benefit plans of the Company, or of its past or present subsidiaries, parents or affiliatesexecutors, and the past or present trusteesadministrators (collectively, administrators, agents, or employees of the pension and employee benefit plans (the Released PartiesReleasees), acting in any capacity whatsoever, of and ) from any and all manner of actions and causes of actionsaction, suits, debts, claims and demands whatsoever in law or in equity, which Executive ever had, now has, or hereafter may havehave with respect to the Releasees, whether known or unknown, or which Executive’s heirs, executors executors, or administrators hereafter may have, by reason of any matter, cause or thing whatsoever whatsoever, from the beginning of Executive’s employment with the Company time to the date of this Second Release and particularlyRelease, but including without limitation any such causes of the foregoing general termsaction, any suits, debts, claims and demands arising from or relating in any way to Executive’s employment or service relationship with the Company and its affiliates, the terms and conditions of that employment or service relationship, and/or the termination of Executive’s that employment relationship with the Companyor service relationship, including including, but not limited to, any claims which have been asserted, could have been asserted, or could be asserted now or in the future arising under any federal, state or local laws, including any claims under the Pennsylvania Human Relations Act, 43 PA. C.S.A. §§ 951 et seq., as amended, the Rehabilitation Act of 1973, 29 USC §§ 701 et seq., as amended, Title VII of the Civil Rights Act of 1964, 42 USC §§ 2000e et seq., as amended, the Civil Rights Act of 1991, 2 USC §§ 60 et seq., as applicable, the Age Discrimination in Employment Act of 1967, 29 USC §§ 621 et seq., as amended ( (“ADEA”), the Older Workers Benefit Protection Act (“OWBPA”), Title VII of The Civil Rights Act of 1964, the Americans with Disabilities Act, 29 USC §§ 706 et seq.the Family and Medical Leave Act of 1993, and the Employee Retirement Income Security Act of 1974, 29 USC §§ 301 et seq., as amended, any contracts between the Released Parties and Executive applicable state fair employment practice laws, and any other claims under any federal, state or local common law claims law, statutory, or regulatory provision, now or hereafter recognized recognized, and all any claims for counsel attorneys’ fees and costs. Notwithstanding anything Executive, pursuant to this Release, waives towards Eurand Italy all claims or rights of any nature or kind whatsoever relating to or caused by the office of member of the Italian Board or his position in this Second Release Eurand Italy and related termination as, by way of example and not exhaustive, claims regarding remuneration, awards, payments under whatever heading, reimbursement of expenses or travelling expenses. Executive waives any claims or right whatsoever relating to the contrary, Executive does not waive former employment contract with Eurand Italy and also represents and warrants that there is no current employment contract between himself and Eurand Italy and therefore he waives any breach by possible claims or right related to ascertaining the Company existence of any provisions of the Agreement an employment contract and any entitlements related claims regarding remuneration, awards, payments under the terms whatever heading. Further Executive freeholds and releases from liability Eurand Italy for any claims related to payments of the Agreement or under the bylaws of the Company or any insurance policies purchased by the Company that provide for indemnification for his actions while an officer or employee of the Company or any of its affiliates. The Company agrees that the Company’s indemnification obligations to Executive under the Company’s bylaws shall continue tax and social security contributions in effect according to their terms. Executive expressly waives all of his rights afforded by any statute that expressly limits the effect of a release Italy in case it is confronted with respect to unknown such claims. Executive acknowledges also waives towards Eurand Italy all claims for damages including extra-contractual and/or non-material in terms of articles 2043, 2059, 2087, 0000, xxxxxxxxx 0, 0000, xxxxxxxxx 3, and 2389, paragraph 2, of the significance Italian Civil Code and any other claims deriving from the law. With the signing of this release Release, Executive declares that he is fully satisfied and shall no raise claims against Eurand Italy neither directly nor indirectly, even through third persons, companies or organizations. This Release is effective without regard to the legal nature of unknown the claims raised and without regard to whether any such claims are based upon tort, equity, implied or express contract or discrimination of any sort. Notwithstanding the waiver foregoing, this Release shall not apply to (i) enforcement by Executive of statutory protection against Executive’s rights under the Agreement, (ii) right to indemnification as described in paragraph 5 of the Separation Agreement, (iii) matters involving fraud, theft or willful misconduct by a release Releasee, or (iv) any claims that, as a matter of unknown claims which provides that a general release does applicable law, are not extend to claims that the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by it must have materially affected its settlement with the debtor. Executive shall have 21 days to execute this Second Release following his Termination Datewaivable. The provisions execution of Sections 7(d), 7(e) and 7(f) of the Agreement are hereby incorporated herein and references therein to the release shall this Release may be deemed to include this Second Releaseby actual or facsimile signature. The undersigned hereby executed this Second Release as of January , 2009____________. __________________________________ Xxxxxxx X. Xxxxx WitnessXxxxxxx __________________________________ Witness Exhibit B TENDER AGREEMENT

Appears in 1 contract

Samples: Separation Agreement and General Release (Eurand N.V.)

SECOND RELEASE TO THE COMPANY. In further consideration of compensation and benefits provided to Xxxxxxx X. Xxxxx Xxxx Xxxxxx (“Executive”) pursuant to Section 2(b1(f) of the Agreement dated between Radian Group Inc. Executive and Radian Asset Assurance Group, Inc. (collectively, the “Company”) and Executive entered into as of November 1, 2007 (the “Agreement”), Executive hereby executes this Second Release to the Company (herein the “Second Release”) and does hereby REMISE, RELEASE, AND FOREVER DISCHARGE the Company and each of its past or present subsidiaries, parents subsidiaries and affiliates, its and their past or present officers, directors, stockholders, employees and agents, their respective successors and assigns, heirs, executors and administrators, the pension and employee benefit plans of the Company, or of its past or present subsidiaries, parents subsidiaries or affiliates, and the past or present trustees, administrators, agents, or employees of the pension and employee benefit plans (hereinafter collectively included within the term the “Released PartiesCompany”), acting in any capacity whatsoever, of and from any and all manner of actions and causes of actions, suits, debts, claims and demands whatsoever in law or in equity, which Executive ever had, now has, or hereafter may have, or which Executive’s heirs, executors or administrators hereafter may have, by reason of any matter, cause or thing whatsoever from the beginning of Executive’s employment with the Company to the date of this Second Release and particularly, but without limitation of the foregoing general terms, any claims arising from or relating in any way to Executive’s employment relationship and the termination of Executive’s employment relationship with the Company, including but not limited to, any claims which have been asserted, could have been asserted, or could be asserted now or in the future under any federal, state or local laws, including any claims under the Pennsylvania Human Relations Act, 43 PA. C.S.A. §§ 951 et seq., as amended, the Rehabilitation Act of 1973, 29 USC §§ 701 et seq., as amended, Title VII of the Civil Rights Act of 1964, 42 USC §§ 2000e et seq., as amended, the Civil Rights Act of 1991, 2 USC §§ 60 et seq., as applicable, the Age Discrimination in Employment Act of 1967, 29 USC §§ 621 et seq., as amended ( “ADEA”), the Americans with Disabilities Act, 29 USC §§ 706 et seq., and the Employee Retirement Income Security Act of 1974, 29 USC §§ 301 et seq., as amended, any contracts between the Released Parties Company and Executive and any common law claims now or hereafter recognized and all claims for counsel fees and costs. Notwithstanding anything in this Second Release Agreement to the contrary, Executive does not waive any breach by the Company of any provisions provision of the Agreement and or any entitlements under the terms of the Agreement or under the bylaws any other plans or programs of the Company in which Executive participated and under which Executive has accrued and become or may become entitled to benefits (other that under any insurance policies purchased Company separation or severance plan or programs), in accordance with the terms of the applicable plan or program and applicable law. For and in consideration of the promises made by Executive pursuant to the Agreement, and intending to be legally bound, the Company does hereby REMISE, RELEASE, AND FOREVER DISCHARGE Executive and his heirs and assigns, of and from any and all manner of actions and causes of actions, suits, debts, claims and demands whatsoever in law or in equity, which the Company ever had, now has, or hereafter may have, by reason of any matter, cause or thing whatsoever from the beginning of Executive’s employment with the Company to the date of this Second Release and particularly, but without limitation of the foregoing general terms, any claims arising from or relating in any way to Executive’s employment relationship and the termination of Executive’s employment relationship with the Company, including but not limited to, any claims which have been asserted, could have been asserted, or could be asserted now or in the future under any federal, state or local laws; provided, however, that provide for indemnification for the foregoing release shall not apply to any conduct of Executive that is in breach of his actions while an officer or employee of fiduciary duty to the Company or any of its affiliates. The Company agrees that the Company’s indemnification his obligations to Executive under the Company’s bylaws shall continue in effect according to their terms. Executive expressly waives all of his rights afforded by any statute Agreement or that expressly limits the effect of would constitute a release with respect to unknown claims. Executive acknowledges the significance of this release of unknown claims and the waiver of statutory protection against a release of unknown claims which provides that a general release does not extend to claims that the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by it must have materially affected its settlement with the debtorcriminal offense. Executive shall have 21 twenty-one (21) days to execute this Second Release following his Termination Date. The provisions of Sections 7(d6(a), 7(e) 11, 12 and 7(f) of 13, as set forth in the Agreement Agreement, are hereby incorporated herein and references therein to the release shall be deemed to include this Second Release. The undersigned hereby executed this Second Release as of January . Xxxx Xxxxxx Witness RADIAN GROUP, 2009INC. Xxxxxxx X. Xxxxx WitnessBy:

Appears in 1 contract

Samples: Transition Agreement (Radian Group Inc)

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SECOND RELEASE TO THE COMPANY. In further consideration of compensation and benefits provided to Xxxxxxx X. Xxxxx Xxxxxx Xxxxxx (“Executive”) pursuant to Section 2(b) of the Agreement dated between Radian Group Inc. Executive and Radian Asset Assurance Inc. (collectivelythe Company entered into as of September 20, the “Company”) and Executive 2006 (the “Agreement”), Executive hereby executes this Second Release to the To The Company (herein the “Second Release”) and does hereby REMISE, RELEASE, AND FOREVER DISCHARGE the Company and each of its past or present subsidiaries, parents subsidiaries and affiliates, its and their past or present officers, directors, stockholders, employees and agents, their respective successors and assigns, heirs, executors and administrators, the pension and employee benefit plans of the Company, or of its past or present subsidiaries, parents subsidiaries or affiliates, and the past or present trustees, administrators, agents, or employees of the pension and employee benefit plans (hereinafter collectively included within the term the “Released PartiesCompany”), acting in any capacity whatsoever, of and from any and all manner of actions and causes of actions, suits, debts, claims and demands whatsoever in law or in equity, which Executive ever had, now hashave, or hereafter may have, or which Executive’s heirs, executors or administrators hereafter may have, by reason of any matter, cause or thing whatsoever from the beginning of Executive’s employment with the Company to the date of this Second Release and particularly, but without limitation of the foregoing general terms, any claims arising from or relating in any way to Executive’s employment relationship and the termination of Executive’s employment relationship with the Company, including but not limited to, any claims which have been asserted, could have been asserted, or could be asserted now or in the future under any federal, state or local laws, including any claims under the Pennsylvania Human Relations Act, 43 PA. C.S.A. §§ 951 et seq., as amended, the Rehabilitation Act of 1973, 29 USC §§ 701 et seq., as amended, Title VII of the Civil Rights Act of 1964, 42 USC §§ 2000e et seq., as amended, the Civil Rights Act of 1991, 2 USC §§ 60 et seq., as applicable, the Age Discrimination in Employment Act of 1967, 29 USC §§ 621 et seq., as amended ( “ADEA”), the Americans with Disabilities Act, 29 USC §§ 706 et seq., and the Employee Retirement Income Security Act of 1974, 29 USC §§ 301 et seq., as amended, any contracts between the Released Parties Company and Executive and any common law claims now or hereafter recognized and all claims for counsel fees and costs. Notwithstanding anything in this Second Release Agreement to the contrary, Executive does not waive any breach by the Company of any provisions of the Agreement and any entitlements under the terms of the this Agreement or under the bylaws any other plans or programs of the Company in which Executive participated and under which Executive has accrued and become or may become entitled to benefits (other that under any insurance policies purchased by the Company that provide for indemnification for his actions while an officer separation or employee of the Company severance plan or any of its affiliates. The Company agrees that the Company’s indemnification obligations to Executive under the Company’s bylaws shall continue in effect according to their terms. Executive expressly waives all of his rights afforded by any statute that expressly limits the effect of a release with respect to unknown claims. Executive acknowledges the significance of this release of unknown claims and the waiver of statutory protection against a release of unknown claims which provides that a general release does not extend to claims that the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by it must have materially affected its settlement with the debtorprograms). Executive shall have 21 twenty-one (21) days to execute this Second Release following his Termination Date. The , and the provisions of Sections 7(d5(a), 7(e) 10, 11 and 7(f) of 12, as set forth in the Agreement Agreement, are hereby incorporated herein and references therein to the release shall be deemed to include this Second Releaseherein. The undersigned I hereby executed execute this Second Release as of January , 2009. Xxxxxxx X. Xxxxx Witness2007.

Appears in 1 contract

Samples: Separation of Employment Agreement (Radian Group Inc)

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