Common use of Waiver and Release Clause in Contracts

Waiver and Release. The Option Holder, on behalf of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstRestricted Stock Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect to the Employee’s service as a director, officer or employee of the Company or any of its Subsidiaries and all claimsAffiliates, demands, covenants, actions, causes (5) claims for insurance coverage under directors’ and officers’ liability insurance policies maintained by the Company or any of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known its Subsidiaries or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statuteAffiliates, or conspiracy, whether or not concealed or hidden, which (6) any right the Releasor now has, ever had or Employee may have to obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Employee and the Company or word, from the beginning any of time up to its Subsidiaries or Affiliates are jointly responsible. The Employee waives any and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstRestricted Stock Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its affiliates and their respective directors, officers, shareholders, agents or employees arising out of, in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its affiliates, successors (4) claims for indemnification respecting acts or omissions in connection with the Employee’s service as a director, officer or employee of the Company or its affiliates, (5) claims for insurance coverage under directors’ and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, officers’ liability insurance policies maintained by the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known Company or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statuteits affiliates, or conspiracy, whether or not concealed or hidden, which (6) any right the Releasor now has, ever had or Employee may have to obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Employee and the Company or word, from the beginning any of time up to its affiliates are jointly responsible. The Employee waives any and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor.” This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee (a) acknowledges that he has been advised to consult an attorney in connection with entering into this Agreement; (b) has twenty-one (21) days to consider this waiver and release; and (c) may revoke this waiver and release within seven (7) days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven (7) day period. In the event that the waiver and release is revoked during such seven (7) day period, the grant shall be void and of no further effect.

Waiver and Release. The Option HolderPursuant to Section [4(c)(ii)] / [4(e)(i)] of the Employment Agreement, and in consideration of the Post-Termination Benefits to be provided to Executive as outlined in the Employment Agreement and this Release as set forth herein, Executive, on behalf of the Option Holder himself and the Option Holder’s his heirs, executors, administratorsadministrators and assigns, legal representativesforever waives, releases and discharges Employer, its officers, directors, owners, shareholders and agents (collectively referred to herein as, the “Employer Group”), and each of its and their respective officers, directors, shareholders, members, managers, employees, agents, servants, accountants, attorneys, heirs, beneficiaries, successors and assigns (together with the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectivelyEmployer Group, the “ReleaseesEmployer Released Parties”) of), from and with respect to any and all claims, demands, covenants, actions, causes of actionactions, fees, costsdamages, sanctions, judgments, obligations, contracts, agreements, debts liabilities and liabilities expenses (including attorneys’ fees) of any kind whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, that Executive has ever had or may in the future might have against the ReleaseesEmployer Released Parties that directly or indirectly arise out of, relate to, or are connected with, Executive’s services to, or employment by reason the Company, including, but not limited to (i) any 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, as amended, 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 Title 42 of the United States Code, the Xxxxxxxx-Xxxxx Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the California Fair Employment and Housing Act, as amended, and the California Labor Code, as amended, and/or any other federal, state or local law (statutory, regulatory or otherwise) that may be legally waived and released and (ii) any tort and/or contract claims, including any claims of wrongful discharge, defamation, emotional distress, tortious interference with contract, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm. Executive acknowledges that if the Equal Employment Opportunity Commission or any other administrative agency brings any charge or complaint on his behalf or for his benefit, this Release bars Executive from receiving, and Executive hereby waives any right to, any monetary or other individual relief related to such a charge or complaint. This Release, however, excludes (i) any claims made under state workers’ compensation or unemployment laws, and/or any claims that cannot be waived by law, (ii) claims with respect to the breach of any act or omission, in conduct or word, from covenant (including any payments under the beginning of time up Employment Agreement) to and including be performed by Employer after the effective date of this Release, (iii) any rights to indemnification or contribution or directors’ and officers’ liability insurance under the Employment Agreement, on account ofIndemnification Agreement, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 operative documents of the Civil Code Company or any applicable law, (iv) any claims as a holder of Company equity awards under the State Company’s equity incentive plans or as a holder of California, if applicable, Fund Incentives; and does so understanding (v) any claims for vested benefits under any employee benefit plan (excluding any severance plan and acknowledging including claims under the significance Consolidated Omnibus Budget Reconciliation Act of such specific waiver of Section 1542, which states as follows: A general release does not extend to 1985) or any claims which that may arise after the creditor does not know or suspect to exist in his favor at date Executive signs the time of executing the release, which if known by him must have materially affected his settlement with the debtorRelease.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstPerformance Share Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect to the Employee’s service as a director, officer or employee of the Company or any of its Subsidiaries and all claimsAffiliates, demands, covenants, actions, causes (5) claims for insurance coverage under directors’ and officers’ liability insurance policies maintained by the Company or any of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known its Subsidiaries or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statuteAffiliates, or conspiracy, whether or not concealed or hidden, which (6) any right the Releasor now has, ever had or Employee may have to obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Employee and the Company or word, from the beginning any of time up to its Subsidiaries or Affiliates are jointly responsible. The Employee waives any and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstRestricted Stock Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect the Employee’s service as a director, officer or employee of the Company or any of its Subsidiaries and Affiliates, (5) claims for insurance coverage under directors’ and officers’ liability insurance policies maintained by the Company or any of its Subsidiaries or Affiliates, (6) any right the Employee may have to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omissionfailure to act for which both the Employee and the Company or any of its Subsidiaries or Affiliates are jointly responsible, in conduct or word, from (7) claims under the beginning of time up to California Fair Employment and including the effective date of this Agreement, on account of, arising out of or relating in Housing Act. The Employee waives any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect as follows: A general release does not extend to claims which that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the releaseRelease and that, which if known by him must or her, would have materially affected his or her settlement with the debtordebtor or released party. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect.

Waiver and Release. The Option Holder, on behalf In exchange for the payment to me of the Option Holder Severance Benefits described in Section 2 of the Employment Agreement between NuScale Power Corporation and me, as amended effective as of _________, 20__ (the Option Holder’s heirs"Agreement"), executorswhich I understand is incorporated herein by reference, administratorsand of other remuneration and consideration provided for in the Agreement (the "Separation Benefits"), legal representativeswhich is in addition to any remuneration or benefits to which I am already entitled, I agree to waive all of my claims against and release (i) NuScale Power Corporation and its predecessors, successors and assigns (collectively referred to as the “Releasor”"Company"), (ii) hereby fully, finally all of the affiliates (including all parent companies and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause all wholly or partially owned subsidiaries) of action, right, title or interest against, the Company, Merger Sub and Parent, Company and their respective affiliatesdirectors, officers, employees, agents, insurers, predecessors, successors and assignsassigns (collectively referred to as the "Affiliates"), and their respective past (iii) the Company’s and present directors, officers its Affiliates’ employee benefit plans and employees the fiduciaries and each agents of their respective affiliates said plans (collectively, collectively referred to as the “Releasees”"Benefit Plans") of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages arising out of or relating in any way to my employment with or separation from employment with the Company and its Affiliates other than amounts due pursuant to Section 2 or Section 3 of the First Amendment to the Agreement (the “Amendment”) and rights and benefits I am entitled to under the Benefit Plans. (The Company, its Affiliates and the Benefit Plans are sometimes hereinafter collectively referred to as the "Released Parties.") I understand that signing this Waiver and Release is an important legal act. I acknowledge that I am hereby advised in writing to consult an attorney before signing this Waiver and Release. I understand that, in order to be eligible for the Separation Benefits, I must sign (and return to the Company) this Waiver and Release. I acknowledge that I have been given at least [21] days to consider whether to accept the Separation Benefits and therefore execute this Waiver and Release. In exchange for the payment to me of the Separation Benefits, (1) I agree not to pursue a legal claim in any local, state and/or federal court regarding or relating in any way to my employment with or separation from employment with the Company and its Affiliates, and (2) I knowingly and voluntarily waive all claims and release the Released Parties from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from employment with the Options held Company and its Affiliates, except to the extent that my rights are vested under the terms of any employee benefit plans sponsored by the Option Holder Company and its Affiliates and except with respect to such rights or claims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; the Oregon Bureau of Labor and Industry (whether currently held BOLI) regulation, claims in connection with workers’ compensation, retaliation or previously held"whistle blower" statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Notwithstanding the above, I further acknowledge that I am not waiving and am not being required to waive any right that cannot be waived under law (including, without limitation, the right to file an administrative charge or participate in an administrative investigation or proceeding); providedprovided that I disclaim and waive any right to share or participate in any monetary award resulting from the prosecution of such charge or investigation or proceeding. Further, howeverI expressly represent that no promise or agreement which is not expressed in this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of the Company or its Affiliates or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is made with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Option Holder Company will withhold the minimum amount of any taxes required by federal or state law from the Separation Benefits otherwise payable to me. Notwithstanding the foregoing, I do not release and expressly retain (a) all rights to indemnity, contribution, and defense, and directors and officers and other liability coverage that I may have under any statute, the bylaws of the Company or by other agreement; and (b) the right to any, unpaid reasonable business expenses and any accrued benefits payable under any Company welfare plan or tax-qualified plan. I acknowledge that payment of the Separation Benefits is not hereby releasing an admission by any one or discharging more of the Released Parties that they engaged in any wrongful or unlawful act or that they violated any federal or state law or regulation. I acknowledge that neither the Company nor its Affiliates has promised me continued employment or represented to me that I will be rehired in the future. I acknowledge that my employer and I contemplate an unequivocal, complete and final dissolution of my employment relationship. I acknowledge that this Waiver and Release does not create any right on my part to be rehired by the Company or its Affiliates, and I hereby release waive any right to future employment by the Company or discharge its Affiliates. I understand that for a period of seven (7) calendar days following the date that I sign this Waiver and Release, I may revoke my acceptance of this Waiver and Release, provided that my written statement of revocation is received on or before that seventh day by [Name and/or Title], [address], in which case the Waiver and Release will not become effective. If I timely revoke my acceptance of this Waiver and Release, the Company will have no obligation to provide the Separation Benefits to me. I understand that failure to revoke my acceptance of the offer within seven (7) calendar days from the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. Should any claimsof the provisions set forth in this Waiver and Release be determined to be invalid by a court, demandsagency or other tribunal of competent jurisdiction, obligations, rights, liabilities it is agreed that such determination will not affect the enforceability of other provisions of this Waiver and Release. I acknowledge that this Waiver and Release sets forth the entire understanding and agreement between me and the Company and its Affiliates concerning the subject matter of this Waiver and Release and supersede any prior or causes of actioncontemporaneous oral and/or written agreements or representations, if any, between me and the Company or its Affiliates. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions and have it explained to me, am signing this Waiver and Release knowingly and voluntarily and with the advice of any attorney I have retained to advise me with respect to it, and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin, or disability and any other claims arising under prior to the date of this Agreement Waiver and Release. I represent that I am not aware of any claim by me other than the claims that are released in this Waiver and Release. By execution of this document, I do not waive or the Merger Agreement. In connection herewithrelease or otherwise relinquish any legal rights I may have which are attributable to or arise out of acts, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 omissions, or events of the Civil Code Company or its Affiliates which occur after the date of the State execution of California, if applicable, this Waiver and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.Release. Employee’s Signature Employee’s Printed Name Date

Waiver and Release. The Option HolderBuyer, on behalf of the Option Holder and the Option Holder’s heirsfor itself, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, its successors and assigns, hereby waives, releases, remises, acquits and their respective past forever discharges the TJPA and present directorsthe TJPA Parties, officers of and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all rights, claims, demandslosses, covenantsinjuries, actionscosts, damages, causes of action, feesdemands, rights, damages, costs, sanctionsexpenses, judgmentspenalties, obligations, contracts, agreements, debts and liabilities fines or compensation whatsoever, whether known direct or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hiddenindirect, which the Releasor Buyer now has, ever had has or which Buyer may have in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, of or in any way arising out of or relating in connection with this Agreement, the process for the sale of the Transbay Parcel F Property, and the Condition of the Transbay Parcel F Property. The foregoing applies regardless of any way to negligence or strict liability of the Options held by TJPA or the Option Holder (whether currently held or previously held); providedTJPA Parties. The foregoing does not, however, that release against the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement TJPA or the Merger TJPA Parties any claims by third parties (or any right to seek indemnity or contribution for such third party claims) that arise from a personal injury or any damage occurring prior to the expiration of the term of the Reservation Agreement (or from an exposure of the third party to Hazardous Material, or an event involving a third party occurring prior to expiration of the Reservation Agreement, on the Transbay Parcel F Property or emanating from the Transbay Parcel F Property prior to expiration of the Reservation Agreement, but causing, in whole or in part, later injury or any damage). If any exposure of a third party to Hazardous Material on or emanating from the Transbay Parcel F Property occurs both before and after expiration of the Reservation Agreement, the release shall apply only to the extent of any personal injury or any damage attributable to the exposure occurring after expiration of the Reservation Agreement. In connection herewith, the Option Holder expressly waives This waiver and relinquishes all rights and benefits afforded by Section 1542 release is a general release. Buyer is aware of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states reads 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.. To give full force and effect to the above general release, Xxxxx hereby expressly, knowingly, and voluntarily waives all the rights and benefits of Section 1542 and any other similar law of any jurisdiction. By placing its initials below, Xxxxx specifically acknowledges and confirms the validity of the release made above and the fact that Xxxxx was represented by counsel who explained, at the time this Agreement was made, the consequences of the above releases. INITIALS: Buyer’s Initials

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstRestricted Stock, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its affiliates and their respective directors, officers, shareholders, agents or employees arising out of, in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its affiliates, successors (4) claims for indemnification respecting acts or omissions in connection with the Employee’s service as a director, officer or employee of the Company or its affiliates, (5) claims for insurance coverage under directors’ and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, officers’ liability insurance policies maintained by the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known Company or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statuteits affiliates, or conspiracy, whether or not concealed or hidden, which (6) any right the Releasor now has, ever had or Employee may have to obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Employee and the Company or word, from the beginning any of time up to its affiliates are jointly responsible. The Employee waives any and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor.” This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee (a) acknowledges that he has been advised to consult an attorney in connection with entering into this Agreement; (b) has twenty-one (21) days to consider this waiver and release; and (c) may revoke this waiver and release within seven (7) days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, Xxx Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven (7) day period. In the event that the waiver and release is revoked during such seven (7) day period, the grant shall be void and of no further effect.

Waiver and Release. The Option HolderPursuant to Section [4(c)(ii)] / [4(e)(i)] of the Employment Agreement, and in consideration of the Post-Termination Benefits to be provided to Executive as outlined in the Employment Agreement and this Release as set forth herein, Executive, on behalf of the Option Holder himself and the Option Holder’s his heirs, executors, administratorsadministrators and assigns, legal representativesforever waives, releases and discharges Employer, its officers, directors, owners, shareholders and agents (collectively referred to herein as, the “Employer Group”), and each of its and their respective officers, directors, shareholders, members, managers, employees, agents, servants, accountants, attorneys, heirs, beneficiaries, successors and assigns (together with the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectivelyEmployer Group, the “ReleaseesEmployer Released Parties”) of), from and with respect to any and all claims, demands, covenants, actions, causes of actionactions, fees, costsdamages, sanctions, judgments, obligations, contracts, agreements, debts liabilities and liabilities expenses (including attorneys’ fees) of any kind whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, that Executive has ever had or may in the future might have against the ReleaseesEmployer Released Parties that directly or indirectly arise out of, relate to, or are connected with, Executive’s services to, or employment by reason the Company, including, but not limited to (i) any 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, as amended, 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 Title 42 of the United States Code, the Xxxxxxxx-Xxxxx Act of 2002, as amended, the Worker Adjustment and Retraining Notification Act, as amended, the Age Discrimination in Employment Act, as amended, the Uniform Services Employment and Reemployment Rights Act, as amended, the California Fair Employment and Housing Act, as amended, and the California Labor Code, as amended, and/or any other federal, state or local law (statutory, regulatory or otherwise) that may be legally waived and released and (ii) any tort and/or contract claims, including any claims of wrongful discharge, defamation, emotional distress, tortious interference with contract, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm. Executive acknowledges that if the Equal Employment Opportunity Commission or any other administrative agency brings any charge or complaint on his behalf or for his benefit, this Release bars Executive from receiving, and Executive hereby waives any right to, any monetary or other individual relief related to such a charge or complaint. This Release, however, excludes (i) any claims made under state workers’ compensation or unemployment laws, and/or any claims that cannot be waived by law, (ii) claims with respect to the breach of any act or omission, in conduct or word, from covenant (including any payments under the beginning of time up Employment Agreement) to and including be performed by Employer after the effective date of this Release, (iii) any rights to indemnification or contribution or directors & officers liability insurance under the Employment Agreement, on account ofIndemnification Agreement, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 operative documents of the Civil Code Company or any applicable law, (iv) any claims as a holder of Company equity awards under the State Company’s equity incentive plans or as a holder of California, if applicableFund Incentives, and does so understanding (v) any claims for vested benefits under any employee benefit plan (excluding any severance plan and acknowledging including claims under the significance Consolidated Omnibus Budget Reconciliation Act of such specific waiver of Section 1542, which states as follows: A general release does not extend to 1985) or any claims which that may arise after the creditor does not know or suspect to exist in his favor at date Executive signs the time of executing the release, which if known by him must have materially affected his settlement with the debtorRelease.

Waiver and Release. The Option HolderBuyer, on behalf of the Option Holder and the Option Holder’s heirsfor itself, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, its successors and assigns, hereby waives, releases, remises, acquits and their respective past forever discharges the TJPA and present directorsthe TJPA Parties, officers of and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all rights, claims, demandslosses, covenantsinjuries, actionscosts, damages, causes of action, feesdemands, rights, damages, costs, sanctionsexpenses, judgmentspenalties, obligations, contracts, agreements, debts and liabilities fines or compensation whatsoever, whether known direct or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hiddenindirect, which the Releasor Buyer now has, ever had has or which Buyer may have in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, of or in any way arising out of or relating in connection with this Agreement, the process for the sale of the Transbay Parcel F Property, and the Condition of the Transbay Parcel F Property. The foregoing applies regardless of any way to negligence or strict liability of the Options held by TJPA or the Option Holder (whether currently held or previously held); providedTJPA Parties. The foregoing does not, however, that release against the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement TJPA or the Merger TJPA Parties any claims by third parties (or any right to seek indemnity or contribution for such third party claims) that arise from a personal injury or any damage occurring prior to the expiration of the term of the Reservation Agreement (or from an exposure of the third party to Hazardous Material, or an event involving a third party occurring prior to expiration of the Reservation Agreement, on the Transbay Parcel F Property or emanating from the Transbay Parcel F Property prior to expiration of the Reservation Agreement, but causing, in whole or in part, later injury or any damage). If any exposure of a third party to Hazardous Material on or emanating from the Transbay Parcel F Property occurs both before and after expiration of the Reservation Agreement, the release shall apply only to the extent of any personal injury or any damage attributable to the exposure occurring after expiration of the Reservation Agreement. In connection herewith, the Option Holder expressly waives This waiver and relinquishes all rights and benefits afforded by Section 1542 release is a general release. Buyer is aware of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states reads 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.. To give full force and effect to the above general release, Buyer hereby expressly, knowingly, and voluntarily waives all the rights and benefits of Section 1542 and any other similar law of any jurisdiction. By placing its initials below, Buyer specifically acknowledges and confirms the validity of the release made above and the fact that Buyer was represented by counsel who explained, at the time this Agreement was made, the consequences of the above releases. INITIALS: Buyer’s Initials

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder CSUs and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstSSUs, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect the Employee’s service as a director, officer or employee of the Company or any of its Subsidiaries and Affiliates, (5) claims for insurance coverage under directors’ and officers’ liability insurance policies maintained by the Company or any of its Subsidiaries or Affiliates, (6) any right the Employee may have to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omissionfailure to act for which both the Employee and the Company or any of its Subsidiaries or Affiliates are jointly responsible, in conduct or word, from (7) claims under the beginning of time up to California Fair Employment and including the effective date of this Agreement, on account of, arising out of or relating in Housing Act. The Employee waives any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect as follows: A general release does not extend to claims which that the creditor or releasing party does not know or suspect to exist in his favor at the time of executing the releaseRelease and that, which if known by him must or her, would have materially affected his settlement with the debtordebtor or released party. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect.

Waiver and Release. The Option HolderExcept for the compensation and other Landlord obligations expressly provided under the terms of this Section 1.2, on behalf Tenant acknowledges and agrees that it is not entitled to any other payment, damages, compensation, rent abatement, offset or remedy related to or arising out of Landlord’s exercise of the Option Holder recapture options referenced in Section 1.2.2 above. Tenant is solely responsible to arrange its management contracts, employment agreements, business contracts and business affairs in a manner that will avoid any liability of Landlord or Tenant to third parties as a result of such recapture, and Tenant shall indemnify, defend and hold Landlord harmless from any such liability (and claims of liability) to the Option Holder’s heirsextent arising out of any leases or contracts entered into by Tenant. Tenant (which term shall include any successors, executors, administrators, legal representatives, successors assigns and assigns (the “Releasor”agents of Tenant) hereby fullyreleases Landlord and Landlord’s board members, finally officials, employees, agents, colleges and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce affiliates from any claim, cause of actioncost, rightloss, title rent abatement, offset, damage, compensation or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, liability arising out of or relating in to any way recapture by Landlord pursuant to the Options held by the Option Holder (whether currently held this Section 1.2, including but not limited to any claim or previously held); providedright to compensation for condemnation, howeverinverse condemnation, that the Option Holder is not hereby releasing severance damages, loss of goodwill, or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreementrelocation benefits. In connection herewithwith the foregoing waiver and release, Tenant acknowledges that it is familiar with and hereby waives the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 protections of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states as followsprovides: “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 releaseGENERAL 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 debtorWHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstRestricted Stock Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its affiliates and their respective directors, officers, stockholders, agents or employees arising out of, in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its affiliates, successors (4) claims for indemnification respecting acts or omissions in connection with the Employee’s service as a director, officer or employee of the Company or its affiliates, (5) claims for insurance coverage under directors’ and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, officers’ liability insurance policies maintained by the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known Company or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statuteits affiliates, or conspiracy, whether or not concealed or hidden, which (6) any right the Releasor now has, ever had or Employee may have to obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Employee and the Company or word, from the beginning any of time up to its affiliates are jointly responsible. The Employee waives any and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor.” This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee (a) acknowledges that he has been advised to consult an attorney in connection with entering into this Agreement; (b) has twenty-one (21) days to consider this waiver and release; and (c) may revoke this waiver and release within seven (7) days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, Xxx Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven (7) day period. In the event that the waiver and release is revoked during such seven (7) day period, the grant shall be void and of no further effect.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstRestricted Stock, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its affiliates and their respective directors, officers, shareholders, agents or employees arising out of, in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its affiliates, successors (4) claims for indemnification respecting acts or omissions in connection with the Employee’s service as a director, officer or employee of the Company or its affiliates, (5) claims for insurance coverage under directors’ and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, officers’ liability insurance policies maintained by the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known Company or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statuteits affiliates, or conspiracy, whether or not concealed or hidden, which (6) any right the Releasor now has, ever had or Employee may have to obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Employee and the Company or word, from the beginning any of time up to its affiliates are jointly responsible. The Employee waives any and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor.” This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee (a) acknowledges that he has been advised to consult an attorney in connection with entering into this Agreement; (b) has twenty-one (21) days to consider this waiver and release; and (c) may revoke this waiver and release within seven (7) days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven (7) day period. In the event that the waiver and release is revoked during such seven (7) day period, the grant shall be void and of no further effect.

Waiver and Release. The Option HolderBorrower and Guarantor each acknowledges and agrees that: (i) it has no claim or cause of action against Agent and/or any Lender (or any of their directors, officers, employees or agents) in connection with this Agreement, the Credit Agreement or any of the other Loan Documents; (ii) it has no offset right, counterclaim or defense of any kind against any of its obligations under the Loan Documents; and (iii) Agent and the Lenders have heretofore properly performed and satisfied in a timely manner all of their respective obligations to the Borrower and the Guarantor in connection with this Agreement, the Credit Agreement and all of the other Loan Documents. Agent, Lenders, Borrower and Guarantor desire to eliminate any possibility or implication that any past conditions, acts, omissions, events, circumstances or matters would impair or otherwise adversely affect any of Agent’s and/or Lenders’ rights, interests, contracts, collateral security or remedies. Therefore, Borrower and Guarantor unconditionally release, waive and forever discharge (A) any and all liabilities, obligations, duties, promises or indebtedness of any kind of Agent and/or the Lenders to the Borrower or the Guarantor in connection with this Agreement, the Credit Agreement or any of the other Loan Documents, except the obligations to be performed by Agent and the Lenders for the Borrower or the Guarantor as expressly stated in this Agreement, the Credit Agreement and the other Loan Documents, and (B) all claims, offsets, causes of action, suits or defenses of any kind whatsoever (if any), whether known or unknown, which the Borrower or the Guarantor might otherwise have against Agent and/or the Lenders or any of their directors, officers, employees or agents, in either case (A) or (B), on behalf account of the Option Holder and the Option Holder’s heirsany condition, executorsact, administratorsomission, legal representativesevent, successors and assigns (the “Releasor”) hereby fullycontract, finally and forever releasesliability, discharges and covenants not to xxxobligation, and otherwise agrees not to enforce any indebtedness, claim, cause of action, rightdefense, title circumstance or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason matter of any act kind whatsoever which existed, arose or omission, occurred at any time prior to the date hereof in conduct or word, from the beginning of time up to and including the effective date of connection with this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Credit Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 any of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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 debtorother Loan Documents.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstPerformance Share Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect the Employee’s service as a director, officer or employee of the Company or any of its Subsidiaries and Affiliates, (5) claims for insurance coverage under directors’ and officers’ liability insurance policies maintained by the Company or any of its Subsidiaries or Affiliates, (6) any right the Employee may have to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omissionfailure to act for which both the Employee and the Company or any of its Subsidiaries or Affiliates are jointly responsible, in conduct or word, from (7) claims under the beginning of time up to California Fair Employment and including the effective date of this Agreement, on account of, arising out of or relating in Housing Act. The Employee waives any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect as follows: A general release does not extend to claims which that the creditor or releasing party does not know or suspect to exist in his favor at the time of executing the releaseRelease and that, which if known by him must or her, would have materially affected his settlement with the debtordebtor or released party. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect.

Waiver and Release. The Option Holder(a) Effective on the date hereof, on behalf of the Option Holder Parent and the Option Holder’s heirsBorrower each hereby waives, executorsreleases, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally remises and forever releasesdischarges Agent and each Lender, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates Affiliates, and each of the officers, directors, employees, and agents of Agent, each Lender and their respective Affiliates (collectively, the “Releasees”) of), from and with respect to any and all claims, suits, investigations, proceedings, demands, covenantsobligations, actionsliabilities, causes of action, feesdamages, costslosses, sanctions, judgments, obligations, contracts, agreements, debts costs and liabilities whatsoeverexpenses, whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, past or present, liquidated or unliquidated, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, which Parent or conspiracy, whether or not concealed or hidden, which the Releasor now has, Borrower has ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up the world, or now has against any such Releasee which relates, directly or indirectly to and including the effective date of this Credit Agreement, on account ofany other Loan Document, arising out or to any acts or omissions of any such Releasee in connection with the Credit Agreement or relating any other Loan Document or the transactions contemplated thereby or related thereto, except for the duties and obligations set forth in any way the Credit Agreement as modified hereby and the other Loan Documents. As to each and every claim released hereunder, Parent and Borrower each hereby represents that it has received the advice of legal counsel with regard to the Options held by releases contained herein, and having been so advised, specifically waives the Option Holder (whether currently held or previously held); provided, however, that benefit of the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes provisions of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, California which states provides as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH A 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.” As to each and every claim released hereunder, Parent and Borrower each also waives the benefit of each other similar provision of applicable federal or state law, if any, pertaining to 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 releases after having been advised by him must have materially affected his settlement its legal counsel with the debtorrespect thereto.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstRestricted Stock Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee's employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect to the Employee's service as a director, officer or employee of the Company or any of its Subsidiaries and all claimsAffiliates, demands, covenants, actions, causes (5) claims for insurance coverage under directors' and officers' liability insurance policies maintained by the Company or any of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known its Subsidiaries or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statuteAffiliates, or conspiracy, whether or not concealed or hidden, which (6) any right the Releasor now has, ever had or Employee may have to obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Employee and the Company or word, from the beginning any of time up to its Subsidiaries or Affiliates are jointly responsible. The Employee waives any and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect.

Waiver and Release. The Option Holder, on behalf of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the ReleaseesSeller, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date its execution of this Agreement, on account ofdoes hereby covenant, warrant and represent that (i) Seller is not in default and no default exists under any prior agreements or transactions with KBK, (ii) Seller releases, relinquishes and waives any and all defenses to the enforceability of any prior agreements or transactions with KBK in connection therewith to which Seller may have otherwise been entitled as of the date hereof, (iii) Seller relinquishes, waives and releases KBK from any and all claims known or unknown which Seller may or might have against KBK arising directly or indirectly out of or relating in from any way prior agreements or transactions between Seller and KBK, (iv) the benefit received and to be received by Seller as a result of this Agreement shall and does constitute sufficient and valuable consideration to Seller for entering into and performing its obligations under this Agreement, (v) the execution, delivery and performance by Seller of this Agreement and the consummation of the transaction contemplated thereby are (a) not prohibited by any indenture, contract or agreement, law or corporate or partnership documents, including, but not limited to the Options held by Bylaws and Articles of Incorporation or Certificate of Incorporation, as the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of actioncase may be, if anySeller is a corporation, arising under or Seller's partnership agreement, if Seller is a partnership, (b) duly authorized by appropriate action of Seller, and (c) legally valid and binding obligations of Seller and will continue to be such and enforceable against the Seller according to their terms (except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally), (vi) that this Agreement will be executed and delivered by properly authorized officers of Seller, (vii) KBK has no obligation to continue the prior agreements or enter into this Agreement except for the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 of the Civil Code of the State of California, if applicableconsiderations herein expressed, and does so understanding (viii) the representations and acknowledging warranties set forth herein will survive the significance execution and delivery of such specific waiver of Section 1542, which states 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 debtorthis Agreement.

Waiver and Release. The Option HolderIn exchange for the payment to me of the severance benefits described in Section 2 of the Change in Control Agreement between Reliant Energy, Inc. (the “Company”), Reliant Energy Corporate Services, LLC (the “Employer”) and me effective as of _________, (the “Agreement”) and of other remuneration and consideration provided for in the Agreement (collectively, the “Benefits”), which is in addition to any remuneration or benefits to which I am already entitled, I agree not to sxx and to release and forever discharge the Company, the Employer and all of their respective parents, subsidiaries, affiliates and unincorporated divisions, and its or their respective officers, directors, agents, servants, employees, successors, assigns, insurers, employee benefit plans and fiduciaries, and agents of any of the foregoing (collectively, the “Corporate Group”) from any and all damages, losses, causes of action, expenses, demands, liabilities, and claims on behalf of the Option Holder and the Option Holder’s myself, my heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not with respect to xxx, and otherwise agrees not all matters relating to enforce any claim, cause or arising out of action, right, title my employment with or interest against, separation from the Company, Merger Sub under any employee benefit plan or claims for indemnity arising as a result of my being an officer or fiduciary of the Corporate Group. The release does not apply to claims or causes of action accruing after the date hereof. I acknowledge that signing this Waiver and ParentRelease is an important legal act and that I have been advised in writing to consult an attorney prior to execution. I also understand that, in order to be eligible for the Benefits, I must sign and return this Waiver and Release to the Company’s General Counsel. I acknowledge that I have been given at least 21 days to consider whether to execute this Waiver and Release. In exchange for the payment to me of the Benefits, which is in addition to any remuneration or benefits to which I am already entitled, (1) I agree not to sxx in any local, state or federal court regarding or relating in any way to my employment with or separation from the Company, the Employer or any member of the Corporate Group, and their respective affiliates, successors (2) I knowingly and assigns, voluntarily waive all claims and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, release the “Releasees”) of, Corporate Group from and with respect to any and all claims, demands, covenants, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from the Options held Company, the Employer or any member of the Corporate Group, except to the extent that my rights are vested under the terms of employee benefit plans sponsored by the Option Holder Corporate Group, rights described in the Agreement, claims for indemnity from the Corporate Group arising as a result of being an officer or fiduciary of the Corporate Group, and except with respect to such rights or claims as may arise after the date this Waiver and Release is executed. Except for the matters identified above that are not the subject of this Waiver and Release, this Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; the Texas Labor Code §21.001 et. seq.; the Texas Labor Code; the Sxxxxxxx-Xxxxx Act of 2002; claims in connection with workers’ compensation or “whistle blower” statutes; and claims for breach of contract (whether currently held written or previously heldoral, expressed or implied), tort, personal injury, defamation, negligence or wrongful termination; providedand any other claims under the statutory, howeverregulatory, administrative, constitutional or common law of any nation, state, locality or any other jurisdiction. Further, I expressly represent that no promise or agreement which is not expressed in this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Option Holder Company or the Employer, as applicable, will withhold any taxes required by federal, state or local law from the Benefits otherwise payable to me. I understand that for a period of seven calendar days following the Company’s receipt of this Waiver and Release executed by me, I may revoke my acceptance of the offer of the Benefits by delivering a written statement to the Company’s General Counsel, by hand or by registered-mail, in which case the Waiver and Release will not become effective. In the event I revoke my acceptance of this offer, the Company and the Employer will have no obligation to provide me the Benefits. I understand that failure to revoke my acceptance of the offer within seven days after the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. I agree that the terms of this Waiver and Release are CONFIDENTIAL and that any disclosure to anyone for any purpose whatsoever except as required by law by me or my agents, representatives, heirs, spouse, employees or spokespersons will be a breach of this Waiver and Release. I agree that this Waiver and Release is valid. I agree that this Waiver and Release is fair, adequate and reasonable. I agree that my consent to this Waiver and Release was with my full knowledge and was not procured through fraud, duress or mistake. I acknowledge that payment of the Benefits is not hereby releasing an admission by any member of the Corporate Group that they engaged in any wrongful or discharging unlawful act or that any member of the Corporate Group violated any law or regulation. I understand that nothing in this Waiver and does not hereby release Release is intended to prohibit, restrict or discharge otherwise discourage me from engaging in any claimsactivity related to matters of public or employee health or safety. Similarly, demandsnothing herein is intended to prohibit, obligationsrestrict or otherwise discourage me or any other individual from making reports of unsafe, rightswrongful or illegal conduct to any agency or branch of the local, liabilities state or causes federal government, including law enforcement authorities, public utility commissions, energy regulatory commissions or any other lawful authority. I agree that if called upon to serve as a witness or consultant in or with respect to any actual or potential litigation or administrative proceeding, I will truthfully cooperate with the Company and the Employer to the full extent permitted by law. I understand and agree that in the event of actionany breach or threatened breach of the provisions of Sections 6, 7 or 8 of the Agreement by me, the Company or the Employer, in their discretion, may initiate appropriate action as provided in those Sections and may recover all lawful damages which it or they may prove by a preponderance of the evidence in accordance with the law specified in those Sections. I acknowledge that this Waiver and Release sets forth the entire understanding and agreement between me, the Company and the Employer concerning the subject matter of this Waiver and Release and supersedes any prior or contemporaneous oral and/or written agreements or representations, if any, arising under this Agreement or the Merger Agreement. In connection herewithbetween me, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 Company, the Employer or any other member of the Civil Code Corporate Group. The invalidity or enforceability of any provisions hereof shall in no way affect the State validity or enforceability of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.any other provision. Name Social Security Number Signature Date

Waiver and Release. The Option HolderIn exchange for the payment to me of the severance benefits described in Section 2 of the Change in Control Agreement between Reliant Energy, Inc. (the "Company"), Reliant Energy Corporate Services, LLC (the "Employer") and me effective as of , (the "Agreement") and of other remuneration and consideration provided for in the Agreement (collectively, the "Benefits"), which is in addition to any remuneration or benefits to which I am already entitled, I agree not to xxx and to release and forever discharge the Company, the Employer and all of their respective parents, subsidiaries, affiliates and unincorporated divisions, and its or their respective officers, directors, agents, servants, employees, successors, assigns, insurers, employee benefit plans and fiduciaries, and agents of any of the foregoing (collectively, the "Corporate Group") from any and all damages, losses, causes of action, expenses, demands, liabilities, and claims on behalf of the Option Holder and the Option Holder’s myself, my heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not with respect to xxx, and otherwise agrees not all matters relating to enforce any claim, cause or arising out of action, right, title my employment with or interest against, separation from the Company, Merger Sub under any employee benefit plan or claims for indemnity arising as a result of my being an officer or fiduciary of the Corporate Group. The release does not apply to claims or causes of action accruing after the date hereof. I acknowledge that signing this Waiver and ParentRelease is an important legal act and that I have been advised in writing to consult an attorney prior to execution. I also understand that, in order to be eligible for the Benefits, I must sign and return this Waiver and Release to the Company's General Counsel. I acknowledge that I have been given at least 21 days to consider whether to execute this Waiver and Release. In exchange for the payment to me of the Benefits, which is in addition to any remuneration or benefits to which I am already entitled, (1) I agree not to xxx in any local, state or federal court regarding or relating in any way to my employment with or separation from the Company, the Employer or any member of the Corporate Group, and their respective affiliates, successors (2) I knowingly and assigns, voluntarily waive all claims and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, release the “Releasees”) of, Corporate Group from and with respect to any and all claims, demands, covenants, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from the Options held Company, the Employer or any member of the Corporate Group, except to the extent that my rights are vested under the terms of employee benefit plans sponsored by the Option Holder Corporate Group, rights described in the Agreement, claims for indemnity from the Corporate Group arising as a result of being an officer or fiduciary of the Corporate Group, and except with respect to such rights or claims as may arise after the date this Waiver and Release is executed. Except for the matters identified above that are not the subject of this Waiver and Release, this Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; the Texas Labor Code §21.001 et. seq.; the Texas Labor Code; the Xxxxxxxx-Xxxxx Act of 2002; claims in connection with workers' compensation or "whistle blower" statutes; and claims for breach of contract (whether currently held written or previously heldoral, expressed or implied), tort, personal injury, defamation, negligence or wrongful termination; providedand any other claims under the statutory, howeverregulatory, administrative, constitutional or common law of any nation, state, locality or any other jurisdiction. Further, I expressly represent that no promise or agreement which is not expressed in this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Option Holder Company or the Employer, as applicable, will withhold any taxes required by federal, state or local law from the Benefits otherwise payable to me. I understand that for a period of seven calendar days following the Company's receipt of this Waiver and Release executed by me, I may revoke my acceptance of the offer of the Benefits by delivering a written statement to the Company's General Counsel, by hand or by registered-mail, in which case the Waiver and Release will not become effective. In the event I revoke my acceptance of this offer, the Company and the Employer will have no obligation to provide me the Benefits. I understand that failure to revoke my acceptance of the offer within seven days after the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. I agree that the terms of this Waiver and Release are CONFIDENTIAL and that any disclosure to anyone for any purpose whatsoever except as required by law by me or my agents, representatives, heirs, spouse, employees or spokespersons will be a breach of this Waiver and Release. I agree that this Waiver and Release is valid. I agree that this Waiver and Release is fair, adequate and reasonable. I agree that my consent to this Waiver and Release was with my full knowledge and was not procured through fraud, duress or mistake. I acknowledge that payment of the Benefits is not hereby releasing an admission by any member of the Corporate Group that they engaged in any wrongful or discharging unlawful act or that any member of the Corporate Group violated any law or regulation. I understand that nothing in this Waiver and does not hereby release Release is intended to prohibit, restrict or discharge otherwise discourage me from engaging in any claimsactivity related to matters of public or employee health or safety. Similarly, demandsnothing herein is intended to prohibit, obligationsrestrict or otherwise discourage me or any other individual from making reports of unsafe, rightswrongful or illegal conduct to any agency or branch of the local, liabilities state or causes federal government, including law enforcement authorities, public utility commissions, energy regulatory commissions or any other lawful authority. I agree that if called upon to serve as a witness or consultant in or with respect to any actual or potential litigation or administrative proceeding, I will truthfully cooperate with the Company and the Employer to the full extent permitted by law. I understand and agree that in the event of actionany breach or threatened breach of the provisions of Sections 6, 7 or 8 of the Agreement by me, the Company or the Employer, in their discretion, may initiate appropriate action as provided in those Sections and may recover all lawful damages which it or they may prove by a preponderance of the evidence in accordance with the law specified in those Sections. I acknowledge that this Waiver and Release sets forth the entire understanding and agreement between me, the Company and the Employer concerning the subject matter of this Waiver and Release and supersedes any prior or contemporaneous oral and/or written agreements or representations, if any, arising under this Agreement or the Merger Agreement. In connection herewithbetween me, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 Company, the Employer or any other member of the Civil Code Corporate Group. The invalidity or enforceability of any provisions hereof shall in no way affect the State validity or enforceability of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.any other provision. Name Social Security Number Signature Date Exhibit 10.51

Waiver and Release. The Option HolderIn exchange for the Severance Benefits, on behalf I release and forever discharge the Company, ABM Industries Incorporated, and all of the Option Holder and the Option Holder’s heirstheir respective past, executorspresent or future subsidiaries, administratorsaffiliates, legal representativesrelated persons or entities, including but not limited to its officers, directors, managers, employees, shareholders, agents, attorneys, successors and assigns (collectively the “ReleasorReleased Parties”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of), from and with respect to any and all actions, claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts demands and liabilities whatsoeverdamages, whether actual or potential, known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or specifically but not concealed or hiddenexclusively, which the Releasor now has, ever had I may have or may in the future claim to have against the ReleaseesCompany as of the date I sign this Release including, without limitation, any and all claims related or in any manner incidental to my employment with the Company or termination of that employment relationship including any claims relating to the intellectual property and related know-how commonly known as “Unified Workforce” or the “Unified Workforce Platform” (“Claims”) which I or my heirs, successors, executors, or other representatives may have. All such Claims are forever barred by this Release regardless of the forum in which such Claims might be brought, including, but not limited to, Claims (a) under any federal, state or local law governing the employment relationship or its termination (including, but not limited to, Title VII of the Civil Rights Acts of 1964 and 1991; the Age Discrimination in Employment Act of 1967 (“ADEA”); the Americans with Disabilities Act; the Family Medical Leave Act; the Employee Retirement Income Security Act of 1974, the Rehabilitation Act, the Worker Adjustment and Retraining Notification Act, any state, local, and other federal employment laws, and any amendments to any of the foregoing and/or (b) under the common law for breach of contract, wrongful discharge, personal injuries and/or torts. I understand that this is a general waiver and release of all claims, known or unknown, that I may have against the Released Parties based on any act, omission, matter, cause or thing that occurred through the date of my execution of this Release. In addition, by reason signing this Release I acknowledge and agree that I am not aware of any act actions or omissioninactions by the Company or any of the Released Parties that I believe may constitute bank fraud, in conduct wire fraud, mail fraud, securities fraud, any violation of a rule or wordregulation of the Securities and Exchange Commission, from any violation of federal law, or any violation of the beginning Company’s Code of time up to and including Business Conduct. The above release does not waive claims (i) for vested rights under employee benefit plans as applicable on the effective date of I sign this AgreementRelease, on account of(ii) that may arise after I sign this Release, arising out of (iii) which cannot be released by private agreement or relating in any way (iv) to the Options held by Severance Benefits pursuant to the Option Holder (whether currently held or previously held); provided, however, that terms of the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Separation Agreement. In connection herewithaddition, the Option Holder expressly waives and relinquishes all Company agrees that the above release does not extend to, release or modify any rights and benefits afforded by Section 1542 to indemnification, defense or advancement of expenses to which I am entitled from the Civil Code Company or its insurers under the Company’s Certificate of Incorporation, Bylaws, the General Corporation Law of the State of CaliforniaDelaware, if applicable, and does so understanding and acknowledging the significance of such specific waiver of California Labor Code Section 1542, which states as follows: A general release does not extend to claims which the creditor does not know 2802 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 debtorany other state or federal law or regulations.

Waiver and Release. The Option HolderEACH OF THE BORROWER AND THE CANADIAN BORROWER HEREBY WAIVES ITS RIGHT TO A JURY TRIAL WITH RESPECT TO ANY ACTION OR CLAIM ARISING OUT OF ANY DISPUTE IN CONNECTION WITH THIS AGREEMENT OR ANY OF THE LOAN DOCUMENTS, on behalf ANY RIGHTS OR OBLIGATIONS HEREUNDER OR THEREUNDER OR THE PERFORMANCE OF SUCH RIGHTS AND OBLIGATIONS. Except as prohibited by law, each of the Option Holder Borrower and the Option Holder’s heirsCanadian Borrower hereby waives any right it may have to claim or recover in any litigation referred to in the preceding sentence any special, executorsexemplary, administratorspunitive or consequential damages or any damages other than, legal representativesor in addition to, successors and assigns (actual damages arising out of the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstcredit relationship among the Borrower, the Company, Merger Sub Canadian Borrower and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time Banks up to and including the effective date of this Agreement. Each of the Borrower and the Canadian Borrower (a) certifies that no representative, on account ofagent or attorney of the Banks has represented, expressly or otherwise, that the Banks would not, in the event of litigation, seek to enforce the foregoing waivers and (b) acknowledges that it has been induced to enter into this Agreement, by among other things, the mutual waivers herein. By its execution hereof and in consideration for the mutual covenants contained herein and the accommodations granted to the Borrower and the Canadian Borrower by the Banks herein and in the documents, instruments and agreements executed in connection herewith, the Borrower expressly waives and releases any and all claims and causes of actions it may have, or alleges to have (and any defenses which may arise out of any of the foregoing), against the Banks and any of their affiliates, employees, directors, officers and Administrative Agents, arising out of or relating in the credit relationship between the Borrower and the Banks up to and including the date of this Agreement. Each of the Borrower and the Canadian Borrower agrees that any way to suit for the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes enforcement of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 any of the Civil Code Loan Documents may be brought in the courts of the State Commonwealth of California, if applicable, Massachusetts or any federal court sitting therein and does so understanding and acknowledging consents to the significance nonexclusive jurisdiction of such specific waiver court and service of Section 1542, which states as follows: A general release does not extend to claims which process in any such suit being made upon the creditor does not know or suspect to exist in his favor Borrower and the Canadian Borrower by mail at the time address specified in ss.21. Each of executing the release, which if known by him must Borrower and the Canadian Borrower hereby waives any objection that it may now or hereafter have materially affected his settlement with to the debtorvenue of any such suit or any such court or that such suit is brought in an inconvenient court.

Waiver and Release. The Option HolderIn exchange for the consideration offered under the Severance Benefit Agreement between me and Exterran Holdings, on behalf of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns Inc. (the “ReleasorCompany”) ), dated as of [ ] (the “Agreement”), I hereby fully, finally waive all of my claims and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, release the Company, Merger Sub any affiliate, subsidiary or venture of the Company, including, but not limited to, Exterran Partners, L.P. and ParentExterran GP LLC, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each any of their respective affiliates officers, directors, employees, partners, investors, counsel or agents, their benefit plans and the fiduciaries and agents of said plans (collectively, collectively referred to as the “ReleaseesCorporate Group”) of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages. I understand that signing this Waiver and Release is an important legal act. I acknowledge that the Company has advised me in writing to consult an attorney before signing this Waiver and Release. I understand that I have at least [twenty-one (21)] [forty-five (45)] calendar days to consider whether to sign and return this Waiver and Release to the Company by first-class mail or by hand delivery in order for it to be effective. In exchange for the consideration offered to me by the Agreement, which I acknowledge provides consideration to which I would not otherwise be entitled, I agree not to xxx or file any charges of discrimination, or any other action or proceeding with any local, state and/or federal agency or court regarding or relating in any way to the Company with respect to the claims released by me herein, and I knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held Corporate Group, except with respect to rights under the Agreement, rights under employee benefit plans or programs other than those specifically addressed in the Agreement, and such rights or claims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; claims in connection with workers’ compensation or “whistle blower” statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Further, I expressly represent that no promise or agreement which is not expressed in the Agreement or this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Company will withhold any taxes required by law from the amount payable to me under the Agreement and that such amount shall be reduced by any monies owed by me to the Company. This Waiver and Release includes a release of claims of discrimination or retaliation on the basis of workers’ compensation status, but does not include workers’ compensation claims. Excluded from this Waiver and Release are any claims which by law cannot be waived in a private agreement between an employer and employee, including but not limited to claims under the Fair Labor Standards Act and the right to file a charge with or participate in an investigation conducted by the Option Holder Equal Employment Opportunity Commission (whether currently held “EEOC”) or previously held); providedany state or local fair employment practices agency. I waive, however, the right to any monetary recovery or other relief should the EEOC or any other agency pursue a claim on my behalf. Notwithstanding the foregoing, I do not release and expressly retain (a) all rights to indemnity, contribution, advancement of expenses and a defense, and directors and officers and other liability coverage that I may have under any statute, the Option Holder bylaws of the Company or by other agreement; and (b) the right to any unpaid reasonable business expenses and any accrued benefits payable under any Company welfare plan, tax-qualified plan or other Benefit Plans. For the avoidance of doubt, the term “Benefit Plans” includes any outstanding equity awards under an equity incentive plan, any deferred compensation plan, the Company’s Employee Stock Purchase Plan and the Company’s 401(k) plan and the Severance Payment under the Agreement is not hereby releasing eligible compensation for purposes of the Company’s 401(k) plan (and thus is not eligible for a matching contribution thereunder). Should any of the provisions set forth in this Waiver and Release be determined to be invalid by a court, agency or discharging other tribunal of competent jurisdiction, it is agreed that such determination shall not affect the enforceability of other provisions of this Waiver and does Release. I understand that for a period of seven calendar days following my signing this Waiver and Release (the “Waiver Revocation Period”), I may revoke my acceptance of the offer by delivering a written statement to the Company by hand or by registered mail, addressed to the address for the Company specified in the Agreement, in which case the Waiver and Release will not hereby become effective. In the event I revoke my acceptance of this offer, the Company shall have no obligation to provide me the consideration offered under the Agreement to which I would not otherwise have been entitled. I understand that failure to revoke my acceptance of the offer within the Waiver Revocation Period will result in this Waiver and Release becoming effective, permanent and irrevocable at the end of the Waiver Revocation Period. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions, have it explained to me and had the opportunity to seek independent legal advice with respect to the matters addressed in this Waiver and Release and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin or disability and any other claims arising prior to the date of this Waiver and Release, except for those claims specifically not released by me herein. By execution of this document, I do not waive or release or discharge otherwise relinquish any claimslegal rights I may have which are attributable to or arise out of acts, demands, obligations, rights, liabilities omissions or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 events of the Civil Code Company or any other member of the State Corporate Group which occur after the date of Californiaexecution of this Waiver and Release. AGREED TO AND ACCEPTED this day of , if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.20 [NAME]

Waiver and Release. The Option HolderSubject to the last sentence of the first paragraph of this Section 2, Flight Attendant, on his or her own behalf and on behalf of the Option Holder and the Option Holder’s his or her heirs, executors, administrators, legal representativesattorneys and assigns, successors hereby unconditionally and assigns (the “Releasor”) hereby fullyirrevocably releases, finally waives and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees the Union and each of their respective affiliates the Company’s and the Union’s affiliates, parents, successors, predecessors, and the subsidiaries, directors, owners, members, shareholders, officers, agents, and employees of the Company, the Union and the Company’s and the Union’s affiliates, parents, successors, predecessors, and subsidiaries (collectively, all of the foregoing are referred to as the “ReleaseesReleased Parties”) of), from and with respect to any and all claims, demands, covenants, actions, causes of action, claims and damages, including attorneys’ fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected foreseen or unsuspectedunforeseen, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, presently asserted or conspiracy, whether or not concealed or hidden, which otherwise arising through the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of his or her signing of this AgreementRelease, on account of, concerning arising out of or relating in connection with the Equity Participation, Section 24A of the CBA, the Equity Participation Amount and Flight Attendant’s allocation of the Individual Equity Participation Amount, including, without limitation, any way claim arising under any federal, state or local laws, ordinances or regulations and any claim arising under any common law principle or public policy, including, without limitation, all suits in tort or contract. Notwithstanding any other provision of this Release to the Options held contrary, this Release is contingent upon the Company paying Flight Attendant the Individual Equity Participation Amount in accordance with the terms of the LOA and does not encompass, and Flight Attendant does not release, waive or discharge, the obligations of the Company to pay the Individual Equity Participation Amount. Flight Attendant understands that by signing this Release, he or she is not waiving any claims or administrative charges which cannot be waived by law or any claims that accrue in the Option Holder (whether currently held future. He or previously held); providedshe is waiving, however, that any right to monetary recovery or individual relief should any federal, state or local agency pursue any claim on his or her behalf arising out of or related to the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claimsEquity Participation, demands, obligations, rights, liabilities or causes Section 24A of action, if any, arising under this Agreement or the Merger Agreement. In connection herewithCBA, the Option Holder expressly waives Equity Participation Amount and relinquishes the Individual Equity Participation Amount. Flight Attendant further agrees without any reservation whatsoever, never to commence a legal action or xxx the Released Parties or become a party to a lawsuit on the basis of any and all rights and benefits afforded by Section 1542 claims of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states as follows: A general release does not extend to claims which the creditor does not know or suspect to exist any type released in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtorthis Release.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstCash Incentive Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect the Employee’s service as a director, officer or employee of the Company or any of its Subsidiaries and Affiliates, (5) claims for insurance coverage under directors’ and officers’ liability insurance policies maintained by the Company or any of its Subsidiaries or Affiliates, (6) any right the Employee may have to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omissionfailure to act for which both the Employee and the Company or any of its Subsidiaries or Affiliates are jointly responsible, in conduct or word, from (7) claims under the beginning of time up to California Fair Employment and including the effective date of this Agreement, on account of, arising out of or relating in Housing Act. The Employee waives any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect as follows: A general release does not extend to claims which that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the releaseRelease and that, which if known by him must or her, would have materially affected his or her settlement with the debtordebtor or released party. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect.

Waiver and Release. The Option Holder, on On behalf of the Option Holder Employee and the Option HolderEmployee’s marital community, heirs, executors, administratorsadministrators and assigns, legal representativesEmployee expressly waives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to acquits any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the ReleaseesCompany and its affiliates, by reason of any act related entities, successors and assigns, stockholders, officers and directors, attorneys and agents (collectively “Released Parties”) that arise from or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating relate in any way to Employee’s employment with, or termination or separation from the Options held by the Option Holder Company (whether currently held or previously held“Released Claims”); provided. Released Claims include all claims (including claims to attorneys’ fees), howeverdamages, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, and disputes of any kind whatsoever, including, without limitation, all claims for wages, benefits, and damages arising out of any: contracts, express or implied; tort, including defamation or disparagement; discrimination; harassment; wrongful termination; any federal, state, local or other governmental statute or ordinance, including, without limitation, Title VII of the Civil Rights Act of 1964, as amended; the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974 (“ERISA”); the Age Discrimination in Employment Act, as amended (“ADEA”); or any other legal limitation on or condition of the employment relationship or termination of the same. Employee also covenants and promises never to file, press or join in any complaint or lawsuit based on any Released Claim and agrees that any such claim, if anyfiled by Employee, shall be dismissed, except that this covenant and promise does not apply to any claim of Employee challenging the validity of this waiver and release in connection with claims arising under the federal ADEA. Employee represents and warrants that Employee is the sole owner of all Released Claims and has not assigned, transferred, or otherwise disposed of Employee’s right or interest in those matters. Notwithstanding the foregoing, Released Claims do not include (but the Company shall have the right to dispute) claims arising under this Agreement Release, claims to vested benefits under ERISA and under the Company’s benefit plans applicable generally to the Company’s employees, workers’ compensation claims, claims by Employee challenging the validity of this waiver and release in connection with claims arising under the ADEA, claims for accrued but unpaid salary payments or any other claims that may not be released under this Release in accordance with applicable law. Employee represents and warrants to the Merger Agreement. In connection herewith, Company that he has no knowledge of any facts that have not been disclosed to the Option Holder expressly waives and relinquishes all rights and benefits afforded Company that would give rise to any claims by Section 1542 of any other party against the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states as follows: A general release does not extend to claims which the creditor does not know Company 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 debtorany other released party.

Waiver and Release. The Option HolderIn consideration for the severance benefits set forth in paragraph 2(a) of this Agreement, on behalf you agree to and hereby do fully release and forever discharge the Released Parties (as defined below in this paragraph 7) from, and waive any and all claims asserting, liability for damages or remedies or claims of any kind arising out of any action, inaction, decision, or event occurring through the date of your execution of this Agreement: • ON, and its predecessor companies; • All companies owned by, connected with, or affiliated with ON, including its sole member, ON Semiconductor Corporation (“ON Affiliated Entities”); and • Current and former directors, officers, managers, employees, shareholders, insurers, legal counsel, auditors, advisors and agents of ON and any of ON Affiliated Entities. With all of the Option Holder above collectively referred to as “Released Parties.” You understand that you are giving up any and the Option Holder’s heirsall manner of actions or causes of actions, executorssuits, administratorsdebts, legal representativesclaims, successors and assigns (the “Releasor”) hereby fullycomplaints, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce or demands of any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and kind whatsoever with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverthe Released Parties, whether direct or indirect, fixed or contingent, known or unknown, suspected in law or unsuspected, both at law and in equity, whether sounding that you have or may have arising under or based on, but not limited to, the: • Age Discrimination in tortEmployment Act, intentional tortas amended by the Older Workers Benefit Protection Act; • Americans with Disabilities Act; • Employee Retirement Income and Security Act; • Fair Labor Standards Act; • Family and Medical Leave Act; • National Labor Relations Act; • Occupational Safety and Health Act; • Rehabilitation Act; • Title VII, as amended by the Civil Rights Act of 1991; • Worker Adjustment and Retaining Notification Act of 1988; and/or • Any other federal, state or local law, including any attorneys’ fees that could be awarded in connection with these or any other claims. You further understand that this Agreement extends to, but is not limited to, all claims that you have or may have in contract or tort theories with respect to the Released Parties. This includes, but is not limited to, the following potential claims: • Wrongful discharge, or wrongful discharge in violation of public policy; • Breach of contract, fraud, concealment, breach of statutean express or implied promise, breach of the implied covenant of good faith and fair dealing, or conspiracybreach of fiduciary duty; • Interference with contractual relations; • Promissory estoppel; • Breach of employee handbooks, manuals or other policies; • Assault or battery; • Intentional or negligent misrepresentation, or fraud; • Retaliation, or intentional or negligent infliction of emotional distress; • Defamation (including all forms of libel, slander, and self-defamation); • Negligent hiring, retention or supervision; and/or • Any other claim otherwise based on any theory, whether developed or undeveloped, arising from or related to your employment or the termination of your employment with ON, or any other fact or matter occurring prior to your execution of this Agreement. Your release of claims, as set forth above, is not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up intended to and including the effective date does not waive or release your rights to claims arising after your execution of this Agreement, on account ofor to rights to seek post-termination insurance continuation or other post-termination benefits under “COBRA”, arising out of “ERISA”, or other state or federal laws or regulations relating in to insurance continuation rights or other vested benefits, or any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, other vested rights, liabilities or causes of action, if any, arising which you have pursuant to ON’s qualified or non-qualified employee benefit plans, 401(k) plans or other retirement plans, as applicable. Similarly, nothing in this Agreement shall prevent you from challenging the validity of the waiver(s) and release(s) in a charge with an appropriate agency (which ON reserves the right to contest); provided however, that all of ON’s obligations under this Agreement or Agreement, including the Merger severance benefits pursuant to paragraph 2(a) of this Agreement, are conditioned upon the validity and full effectiveness of such waiver(s) and release(s). In connection herewithTo the extent not prohibited by law, you agree that in the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 event of the Civil Code waiver(s) and release(s) are deemed unenforceable or ineffective in any respect, ON will be entitled to repayment of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states as follows: A general release does not extend all moneys paid 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 debtoryou under paragraph 2(a) this Agreement.

Waiver and Release. The Option HolderIn consideration for the termination payments described in Section 2(a) of this Agreement, on behalf you agree to and hereby do fully release and forever discharge each and any of the Option Holder and the Option Holder’s heirsfollowing parties (collectively, executors, administrators, legal representatives, successors and assigns (the “ReleasorReleased Parties”) hereby fully, finally and forever releases, discharges and covenants not to xxxfrom, and otherwise agrees not to enforce waive any claimand all claims asserting, cause liability for damages or remedies or claims of any kind arising out of any action, rightinaction, title decision, or interest againstevent occurring through the date of your execution of this Agreement: • ON, its predecessor companies, all companies owned by, connected with, or affiliated with ON, including the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective direct and indirect subsidiaries and affiliates (collectively, the “ReleaseesON Group”) of); and/or • Current and former directors, from officers, managers, employees, shareholders, insurers, legal counsel, auditors, advisors and agents of the ON Group. You understand that you are giving up any and all manner of actions or causes of actions, suits, debts, claims, complaints, or demands of any kind whatsoever with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverthe Released Parties, whether direct or indirect, fixed or contingent, known or unknown, suspected in law or unsuspected, both at law and in equity, whether sounding that you have or may have arising under or based on, but not limited to, the: • Age Discrimination in tortEmployment Act, intentional tortas amended by the Older Workers Benefit Protection Act; • Americans with Disabilities Act; • Employee Retirement Income and Security Act; • Fair Labor Standards Act; • Family and Medical Leave Act; • National Labor Relations Act; • Occupational Safety and Health Act; • Rehabilitation Act; • Title VII, as amended by the Civil Rights Act of 1991; • Worker Adjustment and Retaining Notification Act of 1988; and/or • Any other federal, state or local law, including any attorneys’ fees that could be awarded in connection with these or any other claims. You further understand that this Agreement extends to, but is not limited to, all claims that you have or may have in contract or tort theories with respect to the Released Parties. This includes, but is not limited to, the following potential claims: • Wrongful discharge, or wrongful discharge in violation of public policy; • Breach of contract, fraud, concealment, breach of statutean express or implied promise, breach of the implied covenant of good faith and fair dealing, or conspiracybreach of fiduciary duty; • Interference with contractual relations; • Promissory estoppel; • Breach of employee handbooks, manuals or other policies; • Assault or battery; • Intentional or negligent misrepresentation, or fraud; • Retaliation, or intentional or negligent infliction of emotional distress; • Defamation (including all forms of libel, slander, and self-defamation); • Negligent hiring, retention or supervision; and/or • Any other claim otherwise based on any theory, whether developed or not concealed undeveloped, arising from or hiddenrelated to your employment or the termination of your employment with the ON Group, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act other fact or omission, in conduct or word, from the beginning of time up matter occurring prior to and including the effective date your execution of this Agreement. You acknowledge that you may discover facts or law different from, on account ofor in addition to, the facts or law that you know or believe to be true with respect to the claims released in this Agreement and agree, nonetheless, that this Agreement and the release contained herein shall be and remain effective in all respects notwithstanding such different or additional facts or the discovery of them. You declare and represent that you intend this Agreement and its release to be complete and not subject to any claim of mistake, and that the release herein expresses a full and complete release and you intend the release herein to be final and complete. You execute this Agreement with its release with the full knowledge that this release covers all possible claims against the Released Parties, to the fullest extent permitted by law arising out of any action, inaction, decision, or relating event occurring through the date of your execution of this Agreement. You expressly waive your right to recovery of any type of remedy, including damages or reinstatement of employment, in any administrative or court action, whether state or federal, and whether brought by you or on your behalf, related in any way to the Options held by the Option Holder (whether currently held or previously held); providedmatters released herein. Your release of claims, howeveras set forth above, that the Option Holder is not hereby releasing or discharging intended to and does not hereby waive or release your rights to claims arising after your execution of this Agreement, or discharge to rights to seek post-termination insurance continuation or other post-termination benefits under COBRA, “ERISA,” or other state or federal laws or regulations relating to insurance continuation rights or other vested benefits, or any claims, demands, obligations, other vested rights, liabilities or causes of action, if any, arising which you have pursuant to the ON Group’s qualified or non-qualified employee benefit plans, 401(k) plans or other retirement plans, as applicable, or rights to indemnification as an officer under any indemnification agreement with or by-laws of any member of the ON Group. Similarly, nothing in this Agreement shall prevent you from challenging the validity of the waiver(s) and release(s) in a charge with an appropriate agency (which ON reserves the right to contest); provided however, that all of ON’s obligations under this Agreement or Agreement, including the Merger termination payments described in Section 2(a) of this Agreement, are conditioned upon the validity and full effectiveness of such waiver(s) and release(s). In connection herewithTo the extent not prohibited by law, you agree that in the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 event of the Civil Code waiver(s) and release(s) are challenged by you and determined by a court to be unenforceable or ineffective in any respect, ON will be entitled to repayment of the State all compensation paid to you pursuant to Section 2(a) of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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 debtorthis Agreement.

Waiver and Release. The Option Holder, on behalf of In exchange for the Option Holder consideration offered under the Retirement Agreement between me and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns Xxxxxxx Group Inc. (the “ReleasorCompany”) ), effective January 17, 2008 (the “Retirement Agreement”), I hereby fully, finally waive all of my claims and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, release the Company, Merger Sub its affiliates and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees its subsidiaries and each of their respective affiliates directors, officers, managers, employees, agents, attorneys, and benefit plans and the fiduciaries and agents of said plans (collectively, collectively referred to as the “ReleaseesCorporate Group”) of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages, except as specifically reserved or excepted from this Waiver and Release. I understand that signing this Waiver and Release is an important legal act. I acknowledge that the Company has advised me in writing to consult an attorney before signing this Waiver and Release. I further acknowledge that I was given 21 calendar days after the Retirement Date and after this Waiver and Release was furnished to me to consider whether to sign and return this Waiver and Release to the Company. In exchange for the consideration offered to me by the Retirement Agreement, which I acknowledge provides consideration to which I would not otherwise have an undisputed right to receive, I agree not to xxx or file any action or proceeding with any local, state and/or federal agency or court regarding or relating in any way to the Company, and I knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held Corporate Group, except with respect to (1) any rights of defense or indemnification which would be otherwise afforded to me under the Certificate of Incorporation, Bylaws or similar governing documents of the Company or its subsidiaries, (2) any rights of defense or indemnification which would be otherwise afforded to me under any director or officer liability or other insurance policy maintained by the Option Holder Company or its subsidiaries, (whether currently held 3) any of my rights to accrued benefits under any Company benefit plan, (4) any rights under the Retirement Agreement, and (5) such rights or previously held); providedclaims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, however, that the Option Holder but is not hereby releasing or discharging limited to, claims and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of actionaction under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Older Workers Benefit Protection Act of 1990; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; and/or contract, tort, defamation, slander, wrongful termination or other claims or any other state or federal statutory or common law. Should any of the provisions set forth in this Waiver and Release be determined to be invalid by a court, agency or other tribunal of competent jurisdiction, I agree that such determination shall not affect the enforceability of other provisions of this Waiver and Release. I acknowledge that this Waiver and Release and the Retirement Agreement set forth the entire understanding and agreement between me and the Company or any other member of the Corporate Group concerning the subject matter of this Waiver and Release and supersede the Prior Agreement (as defined in the Retirement Agreement) and any other prior or contemporaneous oral and/or written agreements or representations, if any, arising between me and the Company or any other member of the Corporate Group. I understand that for a period of seven (7) calendar days following my signing this Waiver and Release (the “Waiver Revocation Period”), I may revoke my acceptance of the offer by delivering a written statement to the Company by hand or by registered mail, addressed to the address for the Company specified in the Retirement Agreement, in which case the Waiver and Release will not become effective. In the event I revoke my acceptance of this offer, the Company shall have no obligation to provide me the consideration offered under this Agreement or the Merger Retirement Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 I understand that failure to revoke my acceptance of the Civil Code offer within the Waiver Revocation Period will result in this Waiver and Release being permanent and irrevocable. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions and have it explained to me and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin or disability and any other claims arising prior to the date of this Waiver and Release. By execution of this document, I do not waive or release or otherwise relinquish any legal rights I may have which are attributable to or arise out of acts, omissions or events of the State Company or any other member of Californiathe Corporate Group which occur after the date of execution of this Waiver and Release. AGREED TO AND ACCEPTED this 17th day of January, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.2008. XXXXXXX X. XXXXX

Waiver and Release. The Option HolderPursuant to the terms of my Employment Agreement with Seahawk Drilling, on behalf Inc., and in exchange for the payment of $ which is the cash amount payable pursuant to [Section ] of the Option Holder Agreement and benefits as provided in [Section ] of the Option Holder’s heirsAgreement, executorsas applicable (the “Separation Benefits”), administratorsI hereby waive all claims against and release (i) Seahawk Drilling, legal representativesInc. and its directors, officers, employees, agents, insurers, predecessors, successors and assigns (collectively referred to as the “ReleasorCompany”), (ii) hereby fully, finally all of the affiliates (including all parent companies and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause all wholly or partially owned subsidiaries) of action, right, title or interest against, the Company, Merger Sub and Parent, Company and their respective affiliatesdirectors, officers, employees, agents, insurers, predecessors, successors and assignsassigns (collectively referred to as the “Affiliates”), and their respective past (iii) the Company’s and present directors, officers its Affiliates’ employee benefit plans and employees the fiduciaries and each agents of their respective affiliates said plans (collectively, collectively referred to as the “ReleaseesBenefit Plans”) of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages arising out of or relating in any way to my employment with or separation from employment with the Company and its Affiliates other than amounts due pursuant to [Section ] of the Agreement, rights under [Section ] of the Agreement and the rights and benefits I am entitled to under the Benefit Plans. (The Company, its Affiliates and the Benefit Plans are sometimes hereinafter collectively referred to as the “Released Parties.”) I understand that signing this Waiver and Release is an important legal act. I acknowledge that I have been advised in writing to consult an attorney before signing this Waiver and Release. I understand that, in order to be eligible for the Separation Benefits, I must sign (and return to the Company) this Waiver and Release before I will receive the Separation Benefits. I acknowledge that I have been given at least [ ] days to consider whether to accept the Separation Benefits and whether to execute this Waiver and Release. In exchange for the payment to me of the Separation Benefits, (1) I agree not to xxx in any local, state and/or federal court regarding or relating in any way to my employment with or separation from employment with the Company and its Affiliates, and (2) I knowingly and voluntarily waive all claims and release the Released Parties from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from employment with the Options held Company and its Affiliates, except to the extent that my rights are vested under the terms of any employee benefit plans sponsored by the Option Holder (whether currently held Company and its Affiliates and except with respect to such rights or previously held)claims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; providedthe Age Discrimination in Employment Act of 1967, howeveras amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; the Texas Labor Code §21.001 et. seq.; the Texas Labor Code; claims in connection with workers’ compensation, retaliation or “whistle blower” statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Further, I expressly represent that no promise or agreement which is not expressed in this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of the Company or its Affiliates or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Option Holder Company will withhold any taxes required by federal or state law from the Separation Benefits otherwise payable to me. Notwithstanding the foregoing, I do not release and expressly retain (a) all rights to indemnity, contribution, and a defense, and directors and officers and other liability coverage that I may have under any statute, the bylaws of the Company or by other agreement; and (b) the right to any, unpaid reasonable business expenses and any accrued benefits payable under any Company welfare plan or tax-qualified plan. I acknowledge that payment of the Separation Benefits is not hereby releasing an admission by any one or discharging more of the Released Parties that they engaged in any wrongful or unlawful act or that they violated any federal or state law or regulation. I acknowledge that neither the Company nor its Affiliates have promised me continued employment or represented to me that I will be rehired in the future. I acknowledge that my employer and I contemplate an unequivocal, complete and final dissolution of my employment relationship. I acknowledge that this Waiver and Release does not create any right on my part to be rehired by the Company or its Affiliates, and I hereby release waive any right to future employment by the Company or discharge its Affiliates. I understand that for a period of 7 calendar days following the date that I sign this Waiver and Release, I may revoke my acceptance of this Waiver and Release, provided that my written statement of revocation is received on or before that seventh day by [Name and/or Title] , [address] , facsimile number: , in which case the Waiver and Release will not become effective. If I timely revoke my acceptance of this Waiver and Release, the Company shall have no obligation to provide the Separation Benefits to me. I understand that failure to revoke my acceptance of the offer within 7 calendar days from the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. Should any claimsof the provisions set forth in this Waiver and Release be determined to be invalid by a court, demandsagency or other tribunal of competent jurisdiction, obligations, rights, liabilities it is agreed that such determination shall not affect the enforceability of other provisions of this Waiver and Release. I acknowledge that this Waiver and Release sets forth the entire understanding and agreement between me and the Company and its Affiliates concerning the subject matter of this Waiver and Release and supersede any prior or causes of actioncontemporaneous oral and/or written agreements or representations, if any, between me and the Company or its Affiliates. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions and have it explained to me and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin, or disability and any other claims arising under prior to the date of this Agreement Waiver and Release. By execution of this document, I do not waive or the Merger Agreement. In connection herewithrelease or otherwise relinquish any legal rights I may have which are attributable to or arise out of acts, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 omissions, or events of the Civil Code Company or its Affiliates which occur after the date of the State execution of California, if applicable, this Waiver and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.Release. Employee’s Printed Name Company’s Representative Employee’s Signature Company’s Execution Date Employee’s Signature Date Employee’s Social Security Number

Waiver and Release. The Option Holder, on behalf of In exchange for the Option Holder consideration offered under the Severance Benefit Agreement between me and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns Exterran Corporation (the “ReleasorCompany”) ), dated as of [ ] (the “Agreement”), I hereby fully, finally waive all of my claims and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, release the Company, Merger Sub and Parentany affiliate, subsidiary or venture of the Company, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each any of their respective affiliates officers, directors, employees, partners, investors, counsel or agents, their benefit plans and the fiduciaries and agents of said plans (collectively, collectively referred to as the “ReleaseesCorporate Group”) of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages. I understand that signing this Waiver and Release is an important legal act. I acknowledge that the Company has advised me in writing to consult an attorney before signing this Waiver and Release. I understand that I have at least [twenty-one (21)] [forty-five (45)] calendar days to consider whether to sign and return this Waiver and Release to the Company by first-class mail or by hand delivery in order for it to be effective. If I sign this release prior to the expiration of the [twenty-one (21)] [forty-five (45)] day period, I waive the remainder of that period. I waive the restarting of the [twenty-one (21)] [forty-five (45)] day period in the event of any modification of this Waiver and Release, whether or not material. In exchange for the consideration offered to me by the Agreement, which I acknowledge provides consideration to which I would not otherwise be entitled, I agree not to xxx or file any charges of discrimination, or any other action or proceeding with any local, state and/or federal agency or court regarding or relating in any way to the Company with respect to the claims released by me herein, and I knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held Corporate Group, except with respect to rights under the Agreement, rights under employee benefit plans or programs other than those specifically addressed in the Agreement, and such rights or claims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; claims in connection with workers’ compensation or “whistle blower” statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Further, I expressly represent that no promise or agreement which is not expressed in the Agreement or this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Company will withhold any taxes required by law from the amount payable to me under the Agreement and that such amount shall be reduced by any monies owed by me to the Company. This Waiver and Release includes a release of claims of discrimination or retaliation on the basis of workers’ compensation status, but does not include workers’ compensation claims. Excluded from this Waiver and Release are any claims which by law cannot be waived in a private agreement between an employer and employee, including but not limited to claims under the Fair Labor Standards Act and the right to file a charge with or participate in an investigation conducted by the Option Holder Equal Employment Opportunity Commission (whether currently held “EEOC”) or previously held); providedany state or local fair employment practices agency. I waive, however, the right to any monetary recovery or other relief should the EEOC or any other agency pursue a claim on my behalf. Notwithstanding the foregoing, I do not release and expressly retain (a) all rights to indemnity, contribution, advancement of expenses and a defense, and directors and officers and other liability coverage that I may have under any statute, the Option Holder bylaws of the Company or any written agreement between me and the Company; and (b) the right to any unpaid reasonable business expenses and any accrued benefits payable under any Company welfare plan, tax-qualified plan or other Benefit Plans. For the avoidance of doubt, the term “Benefit Plans” includes any outstanding equity awards under an equity incentive plan, any deferred compensation plan, any employee stock purchase plan and the Company’s 401(k) plan. Should any of the provisions set forth in this Waiver and Release be determined to be invalid by a court, agency or other tribunal of competent jurisdiction, it is agreed that such determination shall not hereby releasing affect the enforceability of other provisions of this Waiver and Release. I understand that for a period of seven (7) calendar days following my signing this Waiver and Release (the “Waiver Revocation Period”), I may revoke my acceptance of the offer by delivering a written statement to the Company by hand or discharging by registered mail, addressed to the address for the Company specified in the Agreement, in which case the Waiver and does Release will not hereby become effective. In the event I revoke my acceptance of this offer, the Company shall have no obligation to provide me the consideration offered under the Agreement to which I would not otherwise have been entitled. I understand that failure to revoke my acceptance of the offer within the Waiver Revocation Period will result in this Waiver and Release becoming effective, permanent and irrevocable at the end of the Waiver Revocation Period. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions, have it explained to me and had the opportunity to seek independent legal advice with respect to the matters addressed in this Waiver and Release and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin or disability and any other claims arising prior to the date of this Waiver and Release, except for those claims specifically not released by me herein. By execution of this document, I do not waive or release or discharge otherwise relinquish any claimslegal rights I may have which are attributable to or arise out of acts, demands, obligations, rights, liabilities omissions or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 events of the Civil Code Company or any other member of the State Corporate Group which occur after the date of Californiaexecution of this Waiver and Release. AGREED TO AND ACCEPTED this day of , if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.20 [Name]

Waiver and Release. The Option Holder‌ Xxxxxxx, on behalf of the Option Holder for itself and the Option Holderfor Xxxxxxx’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, KNOWINGLY AND VOLUNTARILY, HEREBY EXPRESSLY FOREVER WAIVES, RELEASES, AND DISCHARGES the Grantor, its successors and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) ofassigns, from and with respect to any and all liability, damages, claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities actions or causes of action, if anypresent or future, legal or equitable, of every kind, nature and description, arising under this Agreement in any manner in connection with: (i) any condition of the CONVEYED SURFACE PROPERTY or any mining, exploration, development or other operations or activities conducted thereon; (ii) any right of Grantee or Xxxxxxx’s heirs, successors and assigns to demand that Grantor, Xxxxxxx's successors and assigns stabilize, remediate, reclaim or otherwise take any action with respect to the Merger AgreementCONVEYED SURFACE PROPERTY or any property underlying the same at any time; (iii) the present and/or future existence of any substances, materials or conditions located thereon or therein; and (iv) any subsidence to the CONVEYED SURFACE PROPERTY or squeeze, slip or falling in of the surface; and (v) the exercise by Grantor of any of the rights or interests granted or EXCEPTED AND RESERVED herein or in prior instruments of record. In connection herewithThis WAIVER AND RELEASE, includes but is not limited to, the Option Holder expressly waives water restoration/replacement/compensation obligations and relinquishes structure restoration/repair/compensation obligations contained in The Bituminous Mine Subsidence and Conservation Act, 52 P.S. §§1406.1 (the “Act”) which Act the Grantee acknowledges that Xxxxxxx has received and read. This conveyance is or may be subject to the existence of other RELEASES AND WAIVERS relative to some or all rights and benefits afforded by Section 1542 of the Civil Code of CONVEYED SURFACE PROPERTY and any such existing RELEASES AND WAIVERS are in addition to the State of CaliforniaRELEASE AND WAIVER set forth in this Deed. Further, if applicableany such RELEASES AND WAIVERS are covenants that run with the land and are binding upon the Grantee, and does so understanding Xxxxxxx's heirs, successors and acknowledging the significance of such specific waiver of Section 1542, which states 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 debtorassigns.

Waiver and Release. The Option Holder, on behalf In exchange for the payment to me of the Option Holder Severance Benefits described in Section 2 of the Change in Control Plan between NuScale Power Corporation and me effective as of _________, 20__ (the Option Holder’s heirs"Plan"), executorswhich I understand is incorporated herein by reference, administratorsand of other remuneration and consideration provided for in the Plan (the "Separation Benefits"), legal representativeswhich is in addition to any remuneration or benefits to which I am already entitled, I agree to waive all of my claims against and release (i) NuScale Power Corporation and its predecessors, successors and assigns (collectively referred to as the “Releasor”"Company"), (ii) hereby fully, finally all of the affiliates (including all parent companies and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause all wholly or partially owned subsidiaries) of action, right, title or interest against, the Company, Merger Sub and Parent, Company and their respective affiliatesdirectors, officers, employees, agents, insurers, predecessors, successors and assignsassigns (collectively referred to as the "Affiliates"), and their respective past (iii) the Company’s and present directors, officers its Affiliates’ employee benefit plans and employees the fiduciaries and each agents of their respective affiliates said plans (collectively, collectively referred to as the “Releasees”"Benefit Plans") of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages arising out of or relating in any way to my employment with or separation from employment with the Company and its Affiliates other than amounts due pursuant to Section 2 or Section 3 of the Plan and rights and benefits I am entitled to under the Benefit Plans. (The Company, its Affiliates and the Benefit Plans are sometimes hereinafter collectively referred to as the "Released Parties.") I understand that signing this Waiver and Release is an important legal act. I acknowledge that I am hereby advised in writing to consult an attorney before signing this Waiver and Release. I understand that, in order to be eligible for the Separation Benefits, I must sign (and return to the Company) this Waiver and Release. I acknowledge that I have been given at least [21] days to consider whether to accept the Separation Benefits and therefore execute this Waiver and Release. In exchange for the payment to me of the Separation Benefits, (1) I agree not to pursue a legal claim in any local, state and/or federal court regarding or relating in any way to my employment with or separation from employment with the Company and its Affiliates, and (2) I knowingly and voluntarily waive all claims and release the Released Parties from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from employment with the Options held Company and its Affiliates, except to the extent that my rights are vested under the terms of any employee benefit plans sponsored by the Option Holder Company and its Affiliates and except with respect to such rights or claims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; the Oregon Bureau of Labor and Industry (whether currently held BOLI) regulation, claims in connection with workers’ compensation, retaliation or previously held"whistle blower" statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Notwithstanding the above, I further acknowledge that I am not waiving and am not being required to waive any right that cannot be waived under law (including, without limitation, the right to file an administrative charge or participate in an administrative investigation or proceeding); providedprovided that I disclaim and waive any right to share or participate in any monetary award resulting from the prosecution of such charge or investigation or proceeding. Further, howeverI expressly represent that no promise or agreement which is not expressed in this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of the Company or its Affiliates or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is made with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Option Holder Company will withhold the minimum amount of any taxes required by federal or state law from the Separation Benefits otherwise payable to me. Notwithstanding the foregoing, I do not release and expressly retain (a) all rights to indemnity, contribution, and defense, and directors and officers and other liability coverage that I may have under any statute, the bylaws of the Company or by other agreement; and (b) the right to any, unpaid reasonable business expenses and any accrued benefits payable under any Company welfare plan or tax-qualified plan. I acknowledge that payment of the Separation Benefits is not hereby releasing an admission by any one or discharging more of the Released Parties that they engaged in any wrongful or unlawful act or that they violated any federal or state law or regulation. I acknowledge that neither the Company nor its Affiliates has promised me continued employment or represented to me that I will be rehired in the future. I acknowledge that my employer and I contemplate an unequivocal, complete and final dissolution of my employment relationship. I acknowledge that this Waiver and Release does not create any right on my part to be rehired by the Company or its Affiliates, and I hereby release waive any right to future employment by the Company or discharge its Affiliates. I understand that for a period of seven (7) calendar days following the date that I sign this Waiver and Release, I may revoke my acceptance of this Waiver and Release, provided that my written statement of revocation is received on or before that seventh day by [Name and/or Title], [address], in which case the Waiver and Release will not become effective. If I timely revoke my acceptance of this Waiver and Release, the Company will have no obligation to provide the Separation Benefits to me. I understand that failure to revoke my acceptance of the offer within seven (7) calendar days from the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. Should any claimsof the provisions set forth in this Waiver and Release be determined to be invalid by a court, demandsagency or other tribunal of competent jurisdiction, obligations, rights, liabilities it is agreed that such determination will not affect the enforceability of other provisions of this Waiver and Release. I acknowledge that this Waiver and Release sets forth the entire understanding and agreement between me and the Company and its Affiliates concerning the subject matter of this Waiver and Release and supersede any prior or causes of actioncontemporaneous oral and/or written agreements or representations, if any, between me and the Company or its Affiliates. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions and have it explained to me, am signing this Waiver and Release knowingly and voluntarily and with the advice of any attorney I have retained to advise me with respect to it, and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin, or disability and any other claims arising under prior to the date of this Agreement Waiver and Release. I represent that I am not aware of any claim by me other than the claims that are released in this Waiver and Release. By execution of this document, I do not waive or the Merger Agreement. In connection herewithrelease or otherwise relinquish any legal rights I may have which are attributable to or arise out of acts, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 omissions, or events of the Civil Code Company or its Affiliates which occur after the date of the State execution of Californiathis Waiver and Release. Executive’s Signature Executive’s Printed Name Date Exhibit B Executive Severance Policy [see attached] NuScale Human Resources Policy This NuScale Power, if applicable, and does so understanding and acknowledging LLC (“NuScale”) policy is subject to modification or revision in part or in its entirety to reflect changes in conditions subsequent to the significance effective date of such specific waiver of Section 1542, which states as followsthis policy. SUBJECT: A general release does not extend EXECUTIVE SEVERANCE POLICY Review Date: 3/7/2022 Severance Provisions Applicable 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.Executive-Level Employees [Without Employment Agreements]

Waiver and Release. The Option HolderExcept for the compensation and other Landlord obligations expressly provided under the terms of this Section 1.2, on behalf Tenant acknowledges and agrees that it is not entitled to any other payment, damages, compensation, rent abatement, offset or remedy related to or arising out of Landlord’s exercise of the Option Holder recapture options referenced in Section 1.2.2 above. Tenant is solely responsible to arrange its management contracts, employment agreements, business contracts and business affairs in a manner that will avoid any liability of Landlord or Tenant to third parties as a result of such recapture, and Tenant shall indemnify, defend and hold Landlord harmless from any such liability (and claims of liability) to the Option Holder’s heirsextent arising out of any leases or contracts entered into by Tenant. Tenant (which term shall include any successors, executors, administrators, legal representatives, successors assigns and assigns (the “Releasor”agents of Tenant) hereby fullyreleases Landlord and Xxxxxxxx’s board members, finally officials, employees, agents, colleges and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce affiliates from any claim, cause of actioncost, rightloss, title rent abatement, offset, damage, compensation or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, liability arising out of or relating in to any way recapture by Landlord pursuant to the Options held by the Option Holder (whether currently held this Section 1.2, including but not limited to any claim or previously held); providedright to compensation for condemnation, howeverinverse condemnation, that the Option Holder is not hereby releasing severance damages, loss of goodwill, or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreementrelocation benefits. In connection herewithwith the foregoing waiver and release, Xxxxxx acknowledges that it is familiar with and hereby waives the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 protections of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states as followsprovides: “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 releaseGENERAL 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 debtorWHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”

Waiver and Release. The Option HolderIn exchange for the consideration (the “Benefits”) offered under the Retirement and Consulting Agreement between me and Dime Community Bancshares, Inc., (the “Company”) executed on behalf June 28, 2016 (the “Agreement”), which was offered to me in exchange for my agreement, among other things, to waive all of the Option Holder my claims against and the Option Holder’s heirsrelease Dime Community Bancshares, executors, administrators, legal representativesInc. and its predecessors, successors and assigns (collectively referred to as the “ReleasorCompany”), all of the affiliates (including parents and subsidiaries) of the Company (collectively referred to as the “Affiliates”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company’s and Affiliates’ directors and officers, Merger Sub employees, agents and Parentthe employee benefit plans and programs (“Employee Benefit Plans”), administrators and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees fiduciaries of Employer and each of their respective affiliates the entities affiliated with Employer, (collectively, with the Company and Affiliates, referred to herein as the “ReleaseesCorporate Group”) of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages arising out of or relating in any way to my employment with or separation from the Company or the Affiliates; provided, however, that this Waiver and Release shall not apply to (1) any existing right I have to indemnification, contribution and a defense, (2) any directors and officers and general liability insurance coverage, (3) any rights I may have as a shareholder of the Company, (4) any rights under any equity plans of the Company, (5) any rights to payments under any Employee Benefit Plans, (6) rights under the Agreement and (7) any rights which cannot be waived or released as a matter of law. I understand that signing this Waiver and Release is an important legal act. I acknowledge that the Company has advised me in writing to consult an attorney before signing this Waiver and Release and has given me at least 21 days from the day I received a copy of this Waiver and Release to sign it. In exchange for the Benefits, I, among other things, (1) agree not to xxx in any local, state and/or federal court regarding or relating in any way to my employment with or separation from the Company or the Affiliates and (2) knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from the Options held by Company or the Option Holder Affiliates. This Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended (whether currently held or previously held“Title VII”); providedthe Age Discrimination in Employment Act of 1967, howeveras amended, including the Older Workers Benefit Protection Act of 1990 (“ADEA”); the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990 (“ADA”); the Energy Reorganization Act, as amended, 42 U.S.C. §§ 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Xxxxxxxx-Xxxxx Act of 2002; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; The New York Human Rights Law; The New York Executive Law; The New York Labor Law; The New York Civil Rights Law; The New York City Human Rights Law; The New York City Charter and Administrative Code; claims in connection with workers’ compensation or “whistle blower” statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Further, I expressly represent that the Option Holder no promise or agreement which is not hereby releasing expressed in the Agreement has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or discharging representation of the Company, any of the Affiliates or any other member of the Corporate Group or any of their agents. I agree that this Waiver and does Release is valid, fair, adequate and reasonable, is entered into with my full knowledge and consent, was not hereby procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. Employee understands and agrees that Employee would not receive the Benefits specified above, except for Employee’s signing and non-revocation of this Waiver and Release. Notwithstanding the foregoing, nothing contained in this Waiver and Release is intended to prohibit or restrict me in any way from (1) bringing a lawsuit against the Company to enforce the Company’s obligations under the Agreement; (2) making any disclosure of information required by law; (3) providing information to, or testifying or otherwise assisting in any investigation or proceeding brought by, any federal, state or local regulatory or law enforcement agency or legislative body, any self-regulatory organization, or the Company’s legal, compliance or human resources officers; (4) testifying or participating in or otherwise assisting in a proceeding relating to an alleged violation of any federal, state or municipal law relating to fraud or any rule or regulation of the Securities and Exchange Commission or any self-regulatory organization; or (5) filing any claims that are not permitted to be waived or released under applicable law (although my ability to recover damages or other relief is still waived and released to the extent permitted by law). Should any of the provisions set forth in this Waiver and Release be determined to be invalid by a court, agency or other tribunal of competent jurisdiction, it is agreed that such determination shall not affect the enforceability of other provisions of this Waiver and Release. If the general release language is found to be illegal or discharge unenforceable, Employee agrees to execute a binding replacement release. I acknowledge that this Waiver and Release and the Agreement set forth the entire understanding and agreement between me and the Company or any claims, demands, obligations, rights, liabilities other member of the Corporate Group concerning the subject matter of this Waiver and Release and supersede any prior or causes of actioncontemporaneous oral and/or written agreements or representations, if any, arising under between me and the Company or any other member of the Corporate Group. I understand that for a period of 7 calendar days following the date that I sign this Agreement Waiver and Release, I may revoke my acceptance of the offer, provided that my written statement of revocation is received on or before that seventh day by the Merger AgreementChairman of the Compensation Committee of the Company Board of Directors (or, in the event of mailing, postmarked on or before the seventh day), in which case the Waiver and Release will not become effective. In connection herewiththe event I revoke my acceptance of this offer, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 Company shall have no obligation to provide me with the Benefits. I understand that failure to revoke my acceptance of the Civil Code offer within 7 calendar days from the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions and have it explained to me and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin, or disability and any other claims arising prior to the date of this Waiver and Release. By execution of this document, I do not waive or release or otherwise relinquish any legal rights I may have which are attributable to or arise out of acts, omissions, or events of the State Company or any other member of Californiathe Corporate Group which occur after the date of the execution of this Waiver and Release. Xxxxxxx X. Xxxxxxxxx Executive’s Printed Name /s/ Xxxxxxx Xxxxxxx June 28, if applicable2016 /s/ Xxxxxxx X. Xxxxxxxxx Execution Date June 28, 2016 Date Exhibit B Termination Certificate I, Xxxxxxx X. Xxxxxxxxx, previously executed a Waiver and does so understanding Release dated as of _______________ pursuant to my Retirement and acknowledging Consulting Agreement with Dime Community Bancshares, Inc. (the significance of such specific waiver of Section 1542“Company”) executed on ______________, which states as follows: A general release does not extend 2016 (the “Agreement”). The terms and conditions set forth in the Waiver and Release are incorporated by reference in this Termination Certificate. I hereby acknowledge and agree 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.following:

Waiver and Release. The Option Holder, on behalf of In exchange for the Option Holder consideration offered under the Separation Agreement between me and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns Computer Sciences Corporation (the “ReleasorCompany”) ), dated effective _______________ (the “Agreement”), I hereby fully, finally waive all of my claims and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, release the Company, Merger Sub and Parentany affiliate, and their respective affiliatessubsidiary or venture of the Company, successors and assignsincluding, and their respective past and present directorsbut not limited to, officers and employees and each any of their respective affiliates officers, directors, employees, partners, investors, counsel or agents, their benefit plans and the fiduciaries and agents of said plans (collectively, collectively referred to as the “ReleaseesCorporate Group”) of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages. I understand that signing this Waiver and Release is an important legal act. I acknowledge that the Company has advised me in writing to consult an attorney before signing this Waiver and Release. I understand that I have until 21 calendar days after my Separation Date (as defined in the Agreement) to consider whether to sign and return this Waiver and Release to the Company by first-class mail or by hand delivery in order for it to be effective. In exchange for the consideration offered to me by the Agreement, which I acknowledge provides consideration to which I would not otherwise be entitled, I agree not to xxx or file any charges of discrimination, or any other action or proceeding with any local, state and/or federal agency or court regarding or relating in any way to the Company, and I knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held Corporate Group, except with respect to rights under the Agreement, rights under employee benefit plans or programs other than those specifically addressed in the Agreement, and such rights or claims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; claims in connection with workers’ compensation or “whistle blower” statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Further, I expressly represent that no promise or agreement which is not expressed in the Agreement or this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Company will withhold any taxes required by law from the amount payable to me under the Agreement and that such amount shall be reduced by any monies owed by me to the Company. This Waiver and Release includes a release of claims of discrimination or retaliation on the basis of workers’ compensation status, but does not include workers’ compensation claims. Excluded from this Waiver and Release are any claims which by law cannot be waived in a private agreement between an employer and employee, including but not limited to claims under the Fair Labor Standards Act and the right to file a charge with or participate in an investigation conducted by the Option Holder Equal Employment Opportunity Commission (whether currently held “EEOC”) or previously held); providedany state or local fair employment practices agency. I waive, however, that the Option Holder is not hereby releasing right to any monetary recovery or discharging other relief should the EEOC or any other agency pursue a claim on my behalf. Notwithstanding the foregoing, (a) this Waiver and Release does not hereby supersede or otherwise diminish any rights to indemnification and advancement of costs to which I am entitled under the Articles of Incorporation, the By-Laws, my engagement letter with King & Spalding dated August 4, 2011, or any other basis in law or agreement for advancement or indemnification of my legal fees, judgments, settlement payments or damage awards or other amounts to which I am entitled, including, but not limited to, my rights under the Indemnification Agreement, dated as of August 9, 2010, between the Company and me and (b) I do not release and expressly retain the right to any unpaid reasonable business expenses and any accrued benefits payable under any Company welfare plan, tax-qualified plan or discharge other Benefit Plans. For the avoidance of doubt, the term “Benefit Plans” includes the Computer Sciences Corporation Excess Plan, the Computer Sciences Corporation Supplemental Executive Retirement Plan No. 2 and any claimsoutstanding equity awards under an equity incentive plan. Should any of the provisions set forth in this Waiver and Release be determined to be invalid by a court, demandsagency or other tribunal of competent jurisdiction, obligations, rights, liabilities it is agreed that such determination shall not affect the enforceability of other provisions of this Waiver and Release. I acknowledge that this Waiver and Release and the Agreement set forth the entire understanding and agreement between me and the Company or causes any other member of actionthe Corporate Group concerning the subject matter of this Waiver and Release and supersede any prior or contemporaneous oral and/or written agreements or representations, if any, arising under between me and the Company or any other member of the Corporate Group. I understand that for a period of seven calendar days following my signing this Agreement Waiver and Release (the “Waiver Revocation Period”), I may revoke my acceptance of the offer by delivering a written statement to the Company by hand or by registered mail, addressed to the Merger address for the Company specified in the Agreement, in which case the Waiver and Release will not become effective. In connection herewiththe event I revoke my acceptance of this offer, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 Company shall have no obligation to provide me the consideration offered under the Agreement to which I would not otherwise have been entitled. I understand that failure to revoke my acceptance of the Civil Code offer within the Waiver Revocation Period will result in this Waiver and Release being permanent and irrevocable. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions, have it explained to me and had the opportunity to seek independent legal advice with respect to the matters addressed in this Waiver and Release and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin or disability and any other claims arising prior to the date of this Waiver and Release. By execution of this document, I do not waive or release or otherwise relinquish any legal rights I may have which are attributable to or arise out of acts, omissions or events of the State Company or any other member of Californiathe Corporate Group which occur after the date of execution of this Waiver and Release. AGREED TO AND ACCEPTED this ______ day of _______________, if applicable201__ ______________________________ XXXXXXX X. XXXX Attachment B PRESS RELEASE Contact Xxxx Xxxxxx PRESS RELEASE: CSC Corporate Media Relations FOR BUSINESSWIRE 000-000-0000 SEPTEMBER 16, 2011 xxxxxxx@xxx.xxx Xxxxx Xxxxx Vice President, Investor Relations CSC Corporate 000-000-0000 xxxxxxxxxxxxxxxxx@xxx.xxx CSC ANNOUNCES LEADERSHIP CHANGE IN MANAGED SERVICES BUSINESS UNIT FALLS CHURCH, Va., Sept. 16 – CSC (NYSE: CSC) today announced that Xxxx Xxxx, who has led the company’s Managed Services Sector (MSS), will step down as president of MSS and assume the role of president, strategic account development, reporting to Xxxxxxx X. Xxxxxx, CSC chairman, president and CEO, effective immediately. Xxxxx Xxxxx, who currently leads CSC’s Global Sales and Marketing, will assume the role of acting president of MSS. Xxxxx will continue to lead the company’s Global Sales and Marketing function. “Xxxxx brings extensive knowledge across the full spectrum of IT services, as well as a strong operational track record,” said Laphen. “His intimate understanding of CSC’s clients and the IT marketplace is a valuable asset as the company brings greater innovation and competitive advantage to our clients while driving growth and profitability for CSC.” Xxxxx rejoined CSC as president of strategy and business development for MSS in September 2009, after serving as partner and managing director for TPI, the leading global sourcing advisory firm, and does so understanding as chairman/CEO of Data Dimensions. Xxxxx’x tenure at TPI centered on his role as chief marketing officer, serving as a prominent industry thought leader. He directed the TPI Index, the leading indicator of trends and acknowledging developments occurring in the significance global sourcing industry, monitored quarterly by global equity analysts, media and industry observers. Xxxxx holds a Bachelor of such specific waiver Science degree in computer science from the University of Section 1542Maryland. About CSC CSC is a global leader in providing technology-enabled business solutions and services. Headquartered in Falls Church, which states as follows: A general release does not extend to claims which Va., CSC has approximately 93,000 employees and reported revenue of $16.2 billion for the creditor does not know or suspect to exist in his favor 12 months ended July 1, 2011. For more information, visit the company's website at the time of executing the release, which if known by him must have materially affected his settlement with the debtorxxx.xxx.xxx.

Waiver and Release. The Option Holder, on behalf of In exchange for the Option Holder consideration offered under the Severance Benefit Agreement between me and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns Exterran Corporation (the “ReleasorCompany”) ), dated as of [_______] (the “Agreement”), I hereby fully, finally waive all of my claims and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, release the Company, Merger Sub and Parentany affiliate, subsidiary or venture of the Company, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each any of their respective affiliates officers, directors, employees, partners, investors, counsel or agents, their benefit plans and the fiduciaries and agents of said plans (collectively, collectively referred to as the “ReleaseesCorporate Group”) of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages. I understand that signing this Waiver and Release is an important legal act. I acknowledge that the Company has advised me in writing to consult an attorney before signing this Waiver and Release. I understand that I have at least [twenty-one (21)] [forty-five (45)] calendar days to consider whether to sign and return this Waiver and Release to the Company by first‑class mail or by hand delivery in order for it to be effective. If I sign this release prior to the expiration of the [twenty-one (21)] [forty-five (45)] day period, I waive the remainder of that period. I waive the restarting of the [twenty-one (21)] [forty-five (45)] day period in the event of any modification of this Waiver and Release, whether or not material. In exchange for the consideration offered to me by the Agreement, which I acknowledge provides consideration to which I would not otherwise be entitled, I agree not to xxx or file any charges of discrimination, or any other action or proceeding with any local, state and/or federal agency or court regarding or relating in any way to the Company with respect to the claims released by me herein, and I knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held Corporate Group, except with respect to rights under the Agreement, rights under employee benefit plans or programs other than those specifically addressed in the Agreement, and such rights or claims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; claims in connection with workers’ compensation or “whistle blower” statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Further, I expressly represent that no promise or agreement which is not expressed in the Agreement or this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Company will withhold any taxes required by law from the amount payable to me under the Agreement and that such amount shall be reduced by any monies owed by me to the Company. This Waiver and Release includes a release of claims of discrimination or retaliation on the basis of workers’ compensation status, but does not include workers’ compensation claims. Excluded from this Waiver and Release are any claims which by law cannot be waived in a private agreement between an employer and employee, including but not limited to claims under the Fair Labor Standards Act and the right to file a charge with or participate in an investigation conducted by the Option Holder Equal Employment Opportunity Commission (whether currently held “EEOC”) or previously held); providedany state or local fair employment practices agency. I waive, however, the right to any monetary recovery or other relief should the EEOC or any other agency pursue a claim on my behalf. Notwithstanding the foregoing, I do not release and expressly retain (a) all rights to indemnity, contribution, advancement of expenses and a defense, and directors and officers and other liability coverage that I may have under any statute, the Option Holder bylaws of the Company or any written agreement between me and the Company; and (b) the right to any unpaid reasonable business expenses and any accrued benefits payable under any Company welfare plan, tax-qualified plan or other Benefit Plans. For the avoidance of doubt, the term “Benefit Plans” includes any outstanding equity awards under an equity incentive plan, any deferred compensation plan, any employee stock purchase plan and the Company’s (or any of its affiliate’s) 401(k) plan. Should any of the provisions set forth in this Waiver and Release be determined to be invalid by a court, agency or other tribunal of competent jurisdiction, it is agreed that such determination shall not hereby releasing affect the enforceability of other provisions of this Waiver and Release. I understand that for a period of seven (7) calendar days following my signing this Waiver and Release (the “Waiver Revocation Period”), I may revoke my acceptance of the offer by delivering a written statement to the Company by hand or discharging by registered mail, addressed to the address for the Company specified in the Agreement, in which case the Waiver and does Release will not hereby become effective. In the event I revoke my acceptance of this offer, the Company shall have no obligation to provide me the consideration offered under the Agreement to which I would not otherwise have been entitled. I understand that failure to revoke my acceptance of the offer within the Waiver Revocation Period will result in this Waiver and Release becoming effective, permanent and irrevocable at the end of the Waiver Revocation Period. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions, have it explained to me and had the opportunity to seek independent legal advice with respect to the matters addressed in this Waiver and Release and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin or disability and any other claims arising prior to the date of this Waiver and Release, except for those claims specifically not released by me herein. By execution of this document, I do not waive or release or discharge otherwise relinquish any claimslegal rights I may have which are attributable to or arise out of acts, demands, obligations, rights, liabilities omissions or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 events of the Civil Code Company or any other member of the State Corporate Group which occur after the date of Californiaexecution of this Waiver and Release. AGREED TO AND ACCEPTED this _____ day of _______________, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.20___

Waiver and Release. The Option Holder, on behalf In exchange for the payment to me of the Option Holder Retention Benefit described in Section 2 of the Retention Agreement between the Company and me, effective as of October 24, 2013 (the Option Holder’s heirs“Agreement”), executorswhich I understand is incorporated herein by reference, administratorswhich is in addition to any remuneration or benefits to which I am already entitled, legal representativesI agree to waive all of my claims against and release (i) OGE Energy Corp. and its predecessors, successors and assigns (collectively referred to as the “ReleasorCompany”), (ii) hereby fullyall of the affiliates (including, finally but not limited to, OGE Enogex Holdings LLC, Enable Intrastate Holdings II LLC, Enable Oklahoma Intrastate LLC, Enable Gathering and forever releasesProcessing LLC, discharges Enable Energy Resources LLC, Enable Atoka LLC, Enable Gas Gathering LLC, Enable Products LLC, Atoka Midstream LLC, Xxxxx Xxxxx Gas Gathering, LLC and covenants not to xxx, and otherwise agrees not to enforce any claim, cause all wholly or partially owned subsidiaries) of action, right, title or interest against, the Company, Merger Sub and Parent, Company and their respective affiliatespredecessors, successors and assignsassigns (collectively referred to as the “Company Affiliates”) and (iii) the Company’s and Company Affiliates’ directors and officers, and their respective past and present directors, officers and employees and each agents, insurers, employee benefit plans and the fiduciaries and agents of their respective affiliates the foregoing (collectively, with the Company and Company Affiliates, referred to as the “ReleaseesCorporate Group”) of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages arising out of or relating in any way to my employment with or separation from the Company or the Company Affiliates. All payments under the Agreement are voluntary and are not required by any legal obligation other than the Agreement itself. I understand that signing this Waiver and Release is an important legal act. I understand that I shall have 50 days to decide whether to sign this Waiver and Release and be bound by its terms. I understand that, in order to be eligible for the Retention Benefit under the Agreement, I must sign and return this Waiver and Release to J. Xxxxx Xxxx, Deputy General Counsel and Corporate Secretary, Enable Midstream Partners, LP, One Leadership Square, 000 Xxxxx Xxxxxxxx Xxxxxx, Suite 950, Oklahoma City, Oklahoma 73102. I further understand that I have the right to revoke or cancel this Waiver and Release within seven days after I have signed it. This cancellation or revocation can be accomplished by delivery of a written notification to Xx. Xxxx (at the foregoing address). In the event that this Waiver and Release is canceled or revoked, the Company shall have no obligation to furnish the payment described in this Waiver and Release. I acknowledge that I have been advised in writing to consult with an attorney prior to signing this Waiver and Release and have had an adequate opportunity to seek advice of my own choosing. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions and have it explained to me and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, gender, national origin, religion, veteran status, or disability and any other claims arising prior to the date of this Waiver and Release. I acknowledge that I have been given at least 50 days to consider whether to execute this Waiver and Release. In exchange for the payment to me of the Retention Benefit pursuant to the Agreement, which is in addition to any remuneration or benefits to which I am already entitled, (1) I agree not to xxx in any local, state and/or federal court or to file a grievance regarding or relating in any way to my employment with or separation from the Company or the Company Affiliates, and (2) I knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from the Options held Company or the Company Affiliates, except to the extent that my rights are vested under the terms of employee benefit plans sponsored by the Option Holder Company or the Company Affiliates and except with respect to such rights or claims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended (whether currently held or previously held“Title VII”); providedthe Age Discrimination in Employment Act of 1967, howeveras amended, including the Older Workers Benefit Protection Act of 1990 (“ADEA”); the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990 (“ADA”); the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; Executive Order 11246, the Oklahoma Anti-Discrimination Act, the Oklahoma Minimum Wage Act, retaliation claims under the Oklahoma Workers’ Compensation Act and the Oklahoma Civil Rights Act or any state or federal anti-discrimination, consumer protection and/or trade practices act, and all amendments to each such Act as well as the regulations issued thereunder; claims in connection “whistle blower” statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Further, I expressly represent that no promise or agreement which is not expressed in the Agreement or this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Option Holder Company will withhold any taxes required by federal or state law from the Retention Benefit otherwise payable to me and that the Retention Benefit otherwise payable to me shall be reduced by any monies owed by me to the Company (or a Company Affiliate), including, but not limited to, any overpayments made to me by the Company (or a Company Affiliate) and the balance of any loan by the Company (or a Company Affiliate) to me that is outstanding at the time that the Retention Benefit is paid. I acknowledge that payment of the Retention Benefit pursuant to the Agreement is not hereby releasing an admission by any member of the Corporate Group that they engaged in any wrongful or discharging unlawful act or that any member of the Corporate Group violated any federal or state law or regulation. I understand that nothing herein is intended to prohibit, restrict or otherwise discourage me or any other individual from making reports of unsafe, wrongful or illegal conduct to any agency or branch of the local, state or federal government, including law enforcement authorities, public utility commissions, energy regulatory commissions, the SEC, the CFTC, or any other lawful authority. I acknowledge that no member of the Corporate Group has promised me continued employment or represented to me that I will be rehired in the future. I acknowledge that my employer and I contemplate an unequivocal, complete and final dissolution of my employment relationship. I acknowledge that this Waiver and Release does not create any right on my part to be rehired by any member of the Corporate Group and I hereby release waive any right to future employment by any member of the Corporate Group. I have returned or discharge I agree that I will return immediately, and maintain in strictest confidence and will not use in any claimsway, demandsany confidential and proprietary business information or other nonpublic information or documents relating to the business and affairs of the Corporate Group. For the purposes of this Waiver and Release, obligations“confidential and proprietary business information” shall mean any information concerning any member of the Corporate Group or their business which I learn or develop during my employment and which is not generally known or available outside of the Corporate Group. Such information, rightswithout limitation, liabilities includes information, written or causes otherwise, regarding any member of actionthe Corporate Group’s earnings, expenses, material sources, equipment sources, customers and prospective customers, business plans, strategies, practices and procedures, prospective and executed contracts and other business arrangements. I acknowledge and agree that all records, papers, reports, computer programs, strategies, documents (including, without limitation, memoranda, notes, files and correspondence), opinions, evaluations, inventions, ideas, technical data, products, services, processes, procedures, and interpretations that are or have been produced by me or any employee, officer, director, agent, contractor, or representative of any member of the Corporate Group, whether provided in written or printed form, or orally, all comprise confidential and proprietary business information. I agree that for a period of one year following my termination with the Corporate Group that I will not: (a) solicit, encourage or take any action that is intended, directly or indirectly, to induce any other employee of the Corporate Group to terminate employment with the Corporate Group; (b) interfere in any manner with the contractual or employment relationship between the Corporate Group and any other employee of the Corporate Group; and (c) use any confidential information to directly, or indirectly, solicit any customer of the Corporate Group. I understand and agree that in the event of any breach of the provisions of this paragraph, or threatened breach, by me, any member of the Corporate Group may, in their discretion, discontinue any or all payments provided for in the Agreement and recover any and all payments already made and any member of the Corporate Group shall be entitled to apply to a court of competent jurisdiction for such relief by way of specific performance, restraining order, injunction or otherwise as may be appropriate to ensure compliance with these provisions. Should I be contacted or served with legal process seeking to compel me to disclose any such information, I agree to notify J. Xxxxx Xxxx, Deputy General Counsel and Corporate Secretary (at the address provided above) immediately, in order that the Corporate Group may seek to resist such process if they so choose. If I am called upon to serve as a witness or consultant in or with respect to any potential litigation, litigation, arbitration, or regulatory proceeding, I agree to cooperate with the Corporate Group to the full extent permitted by law, and the Corporate Group agrees that any such call shall be with reasonable notice, shall not unnecessarily interfere with my later employment, and shall provide for payment for my time and costs expended in such matters. Should any of the provisions set forth in this Waiver and Release be determined to be invalid by a court, agency or other tribunal of competent jurisdiction, it is agreed that such determination shall not affect the enforceability of other provisions of this Waiver and Release. I acknowledge that this Waiver and Release and the Agreement set forth the entire understanding and agreement between me and the Company or any other member of the Corporate Group concerning the subject matter of this Waiver and Release and supersede any prior or contemporaneous oral and/or written agreements or representations, if any, arising between me and the Company or any other member of the Corporate Group. I understand that for a period of 7 calendar days following the date I sign this Waiver and Release, I may revoke my acceptance of the offer in which case the Waiver and Release will not become effective. In the event I revoke my acceptance of this offer, I shall not be entitled to the Retention Benefit under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 I understand that failure to revoke my acceptance of the Civil Code offer within 7 calendar days following the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions and have it explained to me and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin, religion, veterans status, or disability and any other claims arising prior to the date of this Waiver and Release. By execution of this document, I do not waive or release or otherwise relinquish any legal rights I may have which are attributable to or arise out of acts, omissions, or events of any member of the State Corporate Group which occur after the date of California, if applicable, the execution of this Waiver and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.Release. Employee’s Printed Name Corporate Group’s Representative Employee’s Signature Corporate Group’s Execution Date Employee’s Signature Date Employee’s Social Security Number

Waiver and Release. The Option HolderIn exchange for the payment to me of the severance benefits described in Section 2 of the Change in Control Agreement between Reliant Energy, Inc. (the “Company”), Reliant Energy Corporate Services, LLC (the “Employer”) and me effective as of , (the ”Agreement”) and of other remuneration and consideration provided for in the Agreement (collectively, the “Benefits”), which is in addition to any remuneration or benefits to which I am already entitled, I agree not to xxx and to release and forever discharge the Company, the Employer and all of their respective parents, subsidiaries, affiliates and unincorporated divisions, and its or their respective officers, directors, agents, servants, employees, successors, assigns, insurers, employee benefit plans and fiduciaries, and agents of any of the foregoing (collectively, the “Corporate Group”) from any and all damages, losses, causes of action, expenses, demands, liabilities, and claims on behalf of the Option Holder and the Option Holder’s myself, my heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not with respect to xxx, and otherwise agrees not all matters relating to enforce any claim, cause or arising out of action, right, title my employment with or interest against, separation from the Company, Merger Sub under any employee benefit plan or claims for indemnity arising as a result of my being an officer or fiduciary of the Corporate Group. The release does not apply to claims or causes of action accruing after the date hereof. I acknowledge that signing this Waiver and ParentRelease is an important legal act and that I have been advised in writing to consult an attorney prior to execution. I also understand that, in order to be eligible for the Benefits, I must sign and return this Waiver and Release to the Company’s General Counsel. I acknowledge that I have been given at least 21 days to consider whether to execute this Waiver and Release. In exchange for the payment to me of the Benefits, which is in addition to any remuneration or benefits to which I am already entitled, (1) I agree not to xxx in any local, state or federal court regarding or relating in any way to my employment with or separation from the Company, the Employer or any member of the Corporate Group, and their respective affiliates, successors (2) I knowingly and assigns, voluntarily waive all claims and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, release the “Releasees”) of, Corporate Group from and with respect to any and all claims, demands, covenants, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from the Options held Company, the Employer or any member of the Corporate Group, except to the extent that my rights are vested under the terms of employee benefit plans sponsored by the Option Holder Corporate Group, rights described in the Agreement, claims for indemnity from the Corporate Group arising as a result of being an officer or fiduciary of the Corporate Group, and except with respect to such rights or claims as may arise after the date this Waiver and Release is executed. Except for the matters identified above that are not the subject of this Waiver and Release, this Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; the Texas Labor Code §21.001 et. seq.; the Texas Labor Code; the Xxxxxxxx-Xxxxx Act of 2002; claims in connection with workers’ compensation or “whistle blower” statutes; and claims for breach of contract (whether currently held written or previously heldoral, expressed or implied), tort, personal injury, defamation, negligence or wrongful termination; providedand any other claims under the statutory, howeverregulatory, administrative, constitutional or common law of any nation, state, locality or any other jurisdiction. Further, I expressly represent that no promise or agreement which is not expressed in this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Option Holder Company or the Employer, as applicable, will withhold any taxes required by federal, state or local law from the Benefits otherwise payable to me. I understand that for a period of seven calendar days following the Company’s receipt of this Waiver and Release executed by me, I may revoke my acceptance of the offer of the Benefits by delivering a written statement to the Company’s General Counsel, by hand or by registered-mail, in which case the Waiver and Release will not become effective. In the event I revoke my acceptance of this offer, the Company and the Employer will have no obligation to provide me the Benefits. I understand that failure to revoke my acceptance of the offer within seven days after the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. I agree that the terms of this Waiver and Release are CONFIDENTIAL and that any disclosure to anyone for any purpose whatsoever except as required by law by me or my agents, representatives, heirs, spouse, employees or spokespersons will be a breach of this Waiver and Release. I agree that this Waiver and Release is valid. I agree that this Waiver and Release is fair, adequate and reasonable. I agree that my consent to this Waiver and Release was with my full knowledge and was not procured through fraud, duress or mistake. I acknowledge that payment of the Benefits is not hereby releasing an admission by any member of the Corporate Group that they engaged in any wrongful or discharging unlawful act or that any member of the Corporate Group violated any law or regulation. I understand that nothing in this Waiver and does not hereby release Release is intended to prohibit, restrict or discharge otherwise discourage me from engaging in any claimsactivity related to matters of public or employee health or safety. Similarly, demandsnothing herein is intended to prohibit, obligationsrestrict or otherwise discourage me or any other individual from making reports of unsafe, rightswrongful or illegal conduct to any agency or branch of the local, liabilities state or causes federal government, including law enforcement authorities, public utility commissions, energy regulatory commissions or any other lawful authority. I agree that if called upon to serve as a witness or consultant in or with respect to any actual or potential litigation or administrative proceeding, I will truthfully cooperate with the Company and the Employer to the full extent permitted by law. I understand and agree that in the event of actionany breach or threatened breach of the provisions of Sections 6, 7 or 8 of the Agreement by me, the Company or the Employer, in their discretion, may initiate appropriate action as provided in those Sections and may recover all lawful damages which it or they may prove by a preponderance of the evidence in accordance with the law specified in those Sections. I acknowledge that this Waiver and Release sets forth the entire understanding and agreement between me, the Company and the Employer concerning the subject matter of this Waiver and Release and supersedes any prior or contemporaneous oral and/or written agreements or representations, if any, arising under this Agreement or the Merger Agreement. In connection herewithbetween me, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 Company, the Employer or any other member of the Civil Code Corporate Group. The invalidity or enforceability of any provisions hereof shall in no way affect the State validity or enforceability of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.any other provision. Name Social Security Number Signature Date

Waiver and Release. The Option HolderIn exchange for the consideration offered under the Severance Benefit Agreement between me and Exterran Holdings, on behalf of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns Inc. (the “ReleasorCompany”) ), dated effective ____________, 2011 (the “Agreement”), I hereby fully, finally waive all of my claims and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, release the Company, Merger Sub any affiliate, subsidiary or venture of the Company, including, but not limited to, Exterran Partners, LP and ParentExterran GP LLC, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each any of their respective affiliates officers, directors, employees, partners, investors, counsel or agents, their benefit plans and the fiduciaries and agents of said plans (collectively, collectively referred to as the “ReleaseesCorporate Group”) of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages. I understand that signing this Waiver and Release is an important legal act. I acknowledge that the Company has advised me in writing to consult an attorney before signing this Waiver and Release. I understand that I have at least 21 calendar days to consider whether to sign and return this Waiver and Release to the Company by first-class mail or by hand delivery in order for it to be effective. In exchange for the consideration offered to me by the Agreement, which I acknowledge provides consideration to which I would not otherwise be entitled, I agree not to xxx or file any charges of discrimination, or any other action or proceeding with any local, state and/or federal agency or court regarding or relating in any way to the Company with respect to the claims released by me herein, and I knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held Corporate Group, except with respect to rights under the Agreement, rights under employee benefit plans or programs other than those specifically addressed in the Agreement, and such rights or claims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; claims in connection with workers’ compensation or “whistle blower” statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Further, I expressly represent that no promise or agreement which is not expressed in the Agreement or this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Company will withhold any taxes required by law from the amount payable to me under the Agreement and that such amount shall be reduced by any monies owed by me to the Company. This Waiver and Release includes a release of claims of discrimination or retaliation on the basis of workers’ compensation status, but does not include workers’ compensation claims. Excluded from this Waiver and Release are any claims which by law cannot be waived in a private agreement between an employer and employee, including but not limited to claims under the Fair Labor Standards Act and the right to file a charge with or participate in an investigation conducted by the Option Holder Equal Employment Opportunity Commission (whether currently held “EEOC”) or previously held); providedany state or local fair employment practices agency. I waive, however, the right to any monetary recovery or other relief should the EEOC or any other agency pursue a claim on my behalf. Notwithstanding the foregoing, I do not release and expressly retain (a) all rights to indemnity, contribution, advancement of expenses and a defense, and directors and officers and other liability coverage that I may have under any statute, the Option Holder bylaws of the Company or by other agreement; and (b) the right to any unpaid reasonable business expenses and any accrued benefits payable under any Company welfare plan, tax-qualified plan or other Benefit Plans. For the avoidance of doubt, the term “Benefit Plans” includes any outstanding equity awards under an equity incentive plan, any deferred compensation plan, the Company’s Employee Stock Purchase Plan and the Company’s 401(k) plan and the Severance Payment under the Agreement is not hereby releasing eligible compensation for purposes of the Company’s 401(k) plan (and thus is not eligible for a matching contribution thereunder). Should any of the provisions set forth in this Waiver and Release be determined to be invalid by a court, agency or discharging other tribunal of competent jurisdiction, it is agreed that such determination shall not affect the enforceability of other provisions of this Waiver and does Release. I understand that for a period of seven calendar days following my signing this Waiver and Release (the “Waiver Revocation Period”), I may revoke my acceptance of the offer by delivering a written statement to the Company by hand or by registered mail, addressed to the address for the Company specified in the Agreement, in which case the Waiver and Release will not hereby become effective. In the event I revoke my acceptance of this offer, the Company shall have no obligation to provide me the consideration offered under the Agreement to which I would not otherwise have been entitled. I understand that failure to revoke my acceptance of the offer within the Waiver Revocation Period will result in this Waiver and Release being permanent and irrevocable. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions, have it explained to me and had the opportunity to seek independent legal advice with respect to the matters addressed in this Waiver and Release and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin or disability and any other claims arising prior to the date of this Waiver and Release, except for those claims specifically not released by me herein. By execution of this document, I do not waive or release or discharge otherwise relinquish any claimslegal rights I may have which are attributable to or arise out of acts, demands, obligations, rights, liabilities omissions or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 events of the Civil Code Company or any other member of the State Corporate Group which occur after the date of Californiaexecution of this Waiver and Release. AGREED TO AND ACCEPTED this ______ day of _______________, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.201__

Waiver and Release. The Option Holder, on behalf As of the Option Holder date hereof, each of the Parties hereto hereby waives all rights it may have against any other Party in respect of the Prior Agreements to which it is a party and the Option Holder’s heirstransactions contemplated thereby. The Parties hereto hereby forever, executorsabsolutely, administratorsunconditionally and completely release and discharge each other, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectivelyAffiliates, the “Releasees”) ofand their respective officers and directors, and each of their respective successors and assigns, from and with respect to against any and all actual, threatened or potential claims, demandssuits, covenantsproceedings, actions, causes of action, feesdemands, costsliabilities, sanctions, judgmentslosses, obligations, contractsorders, agreementsrequirements or restrictions, debts liens, penalties, fines, charges, debts, compensatory or punitive damages, injunctive relief, equitable relief, or any other relief or claim, and liabilities costs and expenses of every kind and nature whatsoever, whether now known or unknown, suspected foreseeable or unsuspected, both at law and in equityunforeseeable, whether sounding in tortmatured or unmatured, intentional tortwhether contingent or non-contingent, contractwhether under any federal, fraudstate or local law (both statutory and non-statutory) (each a “Claim” and, concealmentcollectively, breach of statute“Claims”) that any Party at any time heretofore have or may have against any other Party regarding the Prior Agreements, for performance thereunder or the transactions contemplated thereby, or conspiracythat could have been asserted under the Prior Agreements. It is the intention of the Parties and their counsel that this Agreement be effective as a full and final accord, whether or not concealed or hidden, which satisfaction and release as to the Releasor now has, ever had or may matters released in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date prior paragraphs. In furtherance of this Agreementintention, on account ofeach Party represents, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, and warrants that the Option Holder it has read and is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 of the familiar with California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section § 1542, which states 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 releaseGENERAL 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 WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.” Each Party, with the debtoradvice of counsel, knowingly and voluntarily waives any protection to which it may be entitled under Section 1542 and further waives any protection that may exist under any comparable or similar statutes or principles of law under any and all states of the United States or of the United States, and covenants not to assert any claims in violation of this waiver.

Waiver and Release. The Option HolderExecutive hereby irrevocably, on behalf unconditionally and voluntarily waives, releases and forever discharges any existing and future rights and entitlements with respect to the Offer Letter Severance Benefits. Executive hereby irrevocably, unconditionally and voluntarily waives, releases, and forever discharges the Company and all of its affiliates and each of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their foregoing entities’ respective past and present employees, officers, directors, officers shareholders, agents, affiliates, predecessors, parents, subsidiaries, attorneys, and employees the successors and assigns of each of their respective affiliates the foregoing entities and persons (collectively, the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverclaims now existing or hereafter arising, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by Offer Letter Severance Benefits (the Option Holder (whether currently held or previously held“Released Claims”); provided, however, that . For the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes avoidance of action, if any, arising under this Agreement or the Merger Agreement. In connection herewithdoubt, the Option Holder expressly Released Claims include, without limitation, any claims resulting from any actions by, or omissions of, the Releasees. Executive hereby expressly, irrevocably, voluntarily and unconditionally waives and relinquishes all rights and benefits afforded by conferred under Section 1542 of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging California or such comparable provisions in the significance of such specific waiver of applicable jurisdiction that Executive may have (“Section 1542”), which states provides as follows: A general release does 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. The parties understand and agree that the claims Executive is waiving and releasing in this Agreement include both known and unknown claims Executive has as of the date Executive signs this Agreement. The parties understand and agree that the claims released by this Agreement do not extend to include (i) any of Executive’s rights contained in this Agreement; and (ii) any rights or claims which the creditor does that may 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 debtorbe released under applicable law.

Waiver and Release. The Option HolderIn exchange for the payment to me of the severance benefits described in Section 2 of the Change in Control Agreement between Reliant Energy, Inc. (the "Company"), Reliant Energy Corporate Services, LLC (the "Employer") and me effective as of , (the "Agreement") and of other remuneration and consideration provided for in the Agreement (collectively, the "Benefits"), which is in addition to any remuneration or benefits to which I am already entitled, I agree not to xxx and to release and forever discharge the Company, the Employer and all of their respective parents, subsidiaries, affiliates and unincorporated divisions, and its or their respective officers, directors, agents, servants, employees, successors, assigns, insurers, employee benefit plans and fiduciaries, and agents of any of the foregoing (collectively, the "Corporate Group") from any and all damages, losses, causes of action, expenses, demands, liabilities, and claims on behalf of the Option Holder and the Option Holder’s myself, my heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not with respect to xxx, and otherwise agrees not all matters relating to enforce any claim, cause or arising out of action, right, title my employment with or interest against, separation from the Company, Merger Sub under any employee benefit plan or claims for indemnity arising as a result of my being an officer or fiduciary of the Corporate Group. The release does not apply to claims or causes of action accruing after the date hereof. I acknowledge that signing this Waiver and ParentRelease is an important legal act and that I have been advised in writing to consult an attorney prior to execution. I also understand that, in order to be eligible for the Benefits, I must sign and return this Waiver and Release to the Company's General Counsel. I acknowledge that I have been given at least 21 days to consider whether to execute this Waiver and Release. In exchange for the payment to me of the Benefits, which is in addition to any remuneration or benefits to which I am already entitled, (1) I agree not to xxx in any local, state or federal court regarding or relating in any way to my employment with or separation from the Company, the Employer or any member of the Corporate Group, and their respective affiliates, successors (2) I knowingly and assigns, voluntarily waive all claims and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, release the “Releasees”) of, Corporate Group from and with respect to any and all claims, demands, covenants, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from the Options held Company, the Employer or any member of the Corporate Group, except to the extent that my rights are vested under the terms of employee benefit plans sponsored by the Option Holder Corporate Group, rights described in the Agreement, claims for indemnity from the Corporate Group arising as a result of being an officer or fiduciary of the Corporate Group, and except with respect to such rights or claims as may arise after the date this Waiver and Release is executed. Except for the matters identified above that are not the subject of this Waiver and Release, this Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; the Texas Labor Code §21.001 et. seq.; the Texas Labor Code; the Xxxxxxxx-Xxxxx Act of 2002; claims in connection with workers' compensation or "whistle blower" statutes; and claims for breach of contract (whether currently held written or previously heldoral, expressed or implied), tort, personal injury, defamation, negligence or wrongful termination; providedand any other claims under the statutory, howeverregulatory, administrative, constitutional or common law of any nation, state, locality or any other jurisdiction. Further, I expressly represent that no promise or agreement which is not expressed in this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Option Holder Company or the Employer, as applicable, will withhold any taxes required by federal, state or local law from the Benefits otherwise payable to me. I understand that for a period of seven calendar days following the Company's receipt of this Waiver and Release executed by me, I may revoke my acceptance of the offer of the Benefits by delivering a written statement to the Company's General Counsel, by hand or by registered-mail, in which case the Waiver and Release will not become effective. In the event I revoke my acceptance of this offer, the Company and the Employer will have no obligation to provide me the Benefits. I understand that failure to revoke my acceptance of the offer within seven days after the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. I agree that the terms of this Waiver and Release are CONFIDENTIAL and that any disclosure to anyone for any purpose whatsoever except as required by law by me or my agents, representatives, heirs, spouse, employees or spokespersons will be a breach of this Waiver and Release. I agree that this Waiver and Release is valid. I agree that this Waiver and Release is fair, adequate and reasonable. I agree that my consent to this Waiver and Release was with my full knowledge and was not procured through fraud, duress or mistake. I acknowledge that payment of the Benefits is not hereby releasing an admission by any member of the Corporate Group that they engaged in any wrongful or discharging unlawful act or that any member of the Corporate Group violated any law or regulation. I understand that nothing in this Waiver and does not hereby release Release is intended to prohibit, restrict or discharge otherwise discourage me from engaging in any claimsactivity related to matters of public or employee health or safety. Similarly, demandsnothing herein is intended to prohibit, obligationsrestrict or otherwise discourage me or any other individual from making reports of unsafe, rightswrongful or illegal conduct to any agency or branch of the local, liabilities state or causes federal government, including law enforcement authorities, public utility commissions, energy regulatory commissions or any other lawful authority. I agree that if called upon to serve as a witness or consultant in or with respect to any actual or potential litigation or administrative proceeding, I will truthfully cooperate with the Company and the Employer to the full extent permitted by law. I understand and agree that in the event of actionany breach or threatened breach of the provisions of Sections 6, 7 or 8 of the Agreement by me, the Company or the Employer, in their discretion, may initiate appropriate action as provided in those Sections and may recover all lawful damages which it or they may prove by a preponderance of the evidence in accordance with the law specified in those Sections. I acknowledge that this Waiver and Release sets forth the entire understanding and agreement between me, the Company and the Employer concerning the subject matter of this Waiver and Release and supersedes any prior or contemporaneous oral and/or written agreements or representations, if any, arising under this Agreement or the Merger Agreement. In connection herewithbetween me, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 Company, the Employer or any other member of the Civil Code Corporate Group. The invalidity or enforceability of any provisions hereof shall in no way affect the State validity or enforceability of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.any other provision. Name Social Security Number Signature Date

Waiver and Release. The Option HolderIn exchange for the payment to me of a severance payment (the "Benefits") pursuant to Section 5.D.2. of that certain Employment Agreement among Reliant Energy, Incorporated, Reliant Resources, Inc. (the "Company")(1) and me effective as of July 29, 2002 (the "Agreement"), which is in addition to any remuneration or benefits to which I am already entitled, I agree not to sue and to release and forever discharge the Company and all of its pxxxnts, subsidiaries, affiliates and unincorporated divisions, and its respective officers, directors, agents, servants, employees, successors, assigns, insurers, employee benefit plans and fiduciaries, and agents of any of the foregoing (collectively, the "Corporate Group") from any and all damages, losses, causes of action, expenses, demands, liabilities, and claims on behalf of the Option Holder and the Option Holder’s myself, my heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to all matters relating to or arising out of my employment with or separation from any member of the Corporate Group, other than claims arising under the Agreement, under any award agreement contemplated under Section 3.D. of the Agreement, under any Executive Severance Agreement contemplated in Section 8 of the Agreement, under any separate incentive or other agreement between me and a member of the Corporate Group, under any employee benefit plan or claims for indemnity arising as a result of my being an officer or fiduciary of the Corporate Group. The release does not apply to claims or causes of action accruing after the date hereof. I ACKNOWLEDGE THAT SIGNING THIS WAIVER AND RELEASE IS AN IMPORTANT LEGAL ACT AND THAT I HAVE BEEN ADVISED IN WRITING TO CONSULT AN ATTORNEY PRIOR TO EXECUTION. I ALSO UNDERSTAND THAT, IN ORDER TO BE ELIGIBLE FOR THE BENEFITS, I MUST SIGN AND RETURN THIS WAIVER AND RELEASE TO HUGH RICE KELLY. I ACKNOWLEDGE THAT I HAVE BEEN GIVEN AT LEAST 21 DAYX XX XXXXIXXX XHETHER TO EXECUTE THIS WAIVER AND RELEASE. In exchange for the payment to me of the Benefits, which is in addition to any remuneration or benefits to which I am already entitled, (1) I agree not to sue in any local, state and/or federal court regarding or relating in xxy way to my employment with or separation from any member of the Corporate Group, and (2) I knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, covenants, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from any member of the Options held Corporate Group, except to the extent that my rights are vested under the terms of employee benefit plans sponsored by the Option Holder Corporate Group, rights described in the Agreement, claims for indemnity from the Corporate Group arising as a result of being an officer or fiduciary of the Corporate Group, rights described in any award agreement contemplated under Section 3.D. of the Agreement, rights described in any Executive Severance Agreement contemplated in Section 8 of the Agreement, rights described in any separate incentive or other agreement between me and a member of the Corporate -------- (whether currently held 1) Prior to Distribution, the "Company" will be defined as both REI and RRI. After the Distribution, the "Company" will be defined as only RRI. Group, and except with respect to such rights or previously held)claims as may arise after the date this Waiver and Release is executed. Except for the matters identified above that are not the subject of this Waiver and Release, this Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; providedthe Age Discrimination in Employment Act of 1967, howeveras amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. Section 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; the Texas Labor Code Section 21.001 et. seq.; the Texas Labor Code; claims in connection with workers' compensation or "whistle blower" statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Further, I expressly represent that no promise or agreement which is not expressed in this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Option Holder Corporate Group will withhold any taxes required by federal or state law from the Benefits otherwise payable to me. I affirm and agree that my employment relationship will end on ________________, 20___, and I then will withdraw unequivocally, completely and finally from my employment and waive all rights in connection with such relationship except to vested benefits, payment of the Benefits and as otherwise expressly provided herein. I acknowledge that no member of the Corporate Group has promised me continued employment or represented to me that I will be rehired in the future. I acknowledge that my employer and I contemplate an unequivocal, complete and final dissolution of my employment relationship. I acknowledge that this Waiver and Release does not create any right on my part to be rehired by any member of the Corporate Group and I hereby waive any right to future employment by any member of the Corporate Group. I understand that for a period of seven calendar days following my signing this Waiver and Release, I may revoke my acceptance of the offer of the Benefits by delivering a written statement to Hugh Rice Kelly, by hand or by registered-mail, in which case the Waixxx xxx Xexxxxx will not become effective. In the event I revoke my acceptance of this offer, the Corporate Group shall have no obligation to provide me the Benefits. I understand that failure to revoke my acceptance of the offer within seven days after the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. I agree that the terms of this Waiver and Release are CONFIDENTIAL and that any disclosure to anyone for any purpose whatsoever (save and except disclosure to my spouse, to financial institutions as part of a financial statement, to immediate family members and/or heirs, financial, tax and legal advisors, outplacement, executive search and/or legal placement advisors, or as required by law) by me or my agents, representatives, heirs, spouse, employees or spokespersons shall be a breach of this Waiver and Release. The above is not hereby releasing intended to restrict me from seeking or discharging engaging in other employment and, in that connection, from making confidential disclosure to potential employers of such facts or opinions as I may elect to convey, (consistent with any obligations under Section 6 of the Agreement). I acknowledge that payment of the Benefits is not an admission by any member of the Corporate Group that they engaged in any wrongful or unlawful act or that any member of the Corporate Group violated any federal or state law or regulation. I understand that nothing in this Waiver and does Release is intended to prohibit, restrict or otherwise discourage me from engaging in any activity related to matters of public or employee health or safety, specifically to include activity protected under 42 U.S.C. Section 5851 and 10 C.F.R. Section 50.7, including, but not hereby release limited to, providing information to the Nuclear Regulatory Commission ("NRC") regarding nuclear safety or discharge quality concerns, potential violations or other matters within the NRC's jurisdiction. Similarly, nothing herein is intended to prohibit, restrict or otherwise discourage me or any claimsother individual from making reports of unsafe, demandswrongful or illegal conduct to any agency or branch of the local, obligationsstate or federal government, rightsincluding law enforcement authorities, liabilities public utility commissions, energy regulatory commissions or causes any other lawful authority. I understand and agree that in the event of actionany breach of the provisions of Section 6 of the Agreement, or threatened breach, by me, any member of the Corporate Group may, in their discretion, initiate appropriate action as provided in that Section and may recover all lawful damages which it may prove by a preponderance of the evidence in accordance with the law specified in that Section. I acknowledge that this Waiver and Release set forth the entire understanding and agreement between me and the Corporate Group concerning the subject matter of this Waiver and Release and supersede any prior or contemporaneous oral and/or written agreements or representations, if any, arising under this Agreement between me and Company or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 any other member of the Civil Code Corporate Group. The invalidity or enforceability of any provisions hereof shall in no way affect the State validity or enforceability of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.any other provision. ---------------------- Mark M. Jacobs ---------------------- Social Security Number ---------------------- Signature Date

Waiver and Release. The Option HolderIn exchange for the consideration offered under the Employment and Separation Agreement between me and MicroMed Cardiovascular, on behalf of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns Inc. (the “ReleasorCompany”) ), dated effective August 1, 2006 (the “Agreement”), I hereby fully, finally waive all of my claims and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, release the Company, Merger Sub and Parent, and their respective its affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates directors and officers, executives, employees and agents, and benefit plans and the fiduciaries and agents of said plans (collectively, collectively referred to as the “ReleaseesCorporate Group”) of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages. I understand that signing this Waiver and Release is an important legal act. I acknowledge that the Company has advised me in writing to consult an attorney before signing this Waiver and Release. I understand that I have until 21 calendar days after August 1, 2006 to consider whether to sign and return this Waiver and Release to the Company by first-class mail or by hand delivery in order for it to be effective. In exchange for the consideration offered to me by the Agreement, which I acknowledge provides consideration to which I would not otherwise be entitled, I agree not to sxx or file any complaint, or any other action or proceeding with any local, state and/or federal court regarding or relating in any way to the Company, and I knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by Corporate Group, except with respect to rights under the Option Holder (whether currently held Agreement, rights under employee benefit plans or previously held); providedprograms other than those specifically addressed in the Agreement, howeverand such rights or claims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, that the Option Holder but is not hereby releasing or discharging limited to, claims and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of actionaction under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Older Workers Benefit Protection Act of 1990; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Texas Human Rights Act; and/or contract, tort, defamation, slander, wrongful termination or other claims or any other state or federal statutory or common law. Should any of the provisions set forth in this Waiver and Release be determined to be invalid by a court, agency or other tribunal of competent jurisdiction, it is agreed that such determination shall not affect the enforceability of other provisions of this Waiver and Release. I acknowledge that this Waiver and Release and the Agreement set forth the entire understanding and agreement between me and the Company or any other member of the Corporate Group concerning the subject matter of this Waiver and Release and supersede any prior or contemporaneous oral and/or written agreements or representations, if any, arising under between me and the Company or any other member of the Corporate Group. I understand that for a period of seven (7) calendar days following my signing this Agreement Waiver and Release (the “Waiver Revocation Period”), I may revoke my acceptance of the offer by delivering a written statement to the Company by hand or by registered mail, addressed to the Merger address for the Company specified in the Agreement, in which case the Waiver and Release will not become effective. In connection herewiththe event I revoke my acceptance of this offer, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 Company shall have no obligation to provide me the consideration offered under the Agreement to which I would not otherwise have been entitled. I understand that failure to revoke my acceptance of the Civil Code offer within the Waiver Revocation Period will result in this Waiver and Release being permanent and irrevocable. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions and have it explained to me and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin or disability and any other claims arising prior to the date of this Waiver and Release. By execution of this document, I do not waive or release or otherwise relinquish any legal rights I may have which are attributable to or arise out of acts, omissions or events of the State Company or any other member of Californiathe Corporate Group which occur after the date of execution of this Waiver and Release. I understand and agree that this Waiver and Release and all of its terms shall be binding upon my representatives, if applicableheirs, executors, administrators, successors and assigns, and does so understanding and acknowledging shall enure to the significance benefit of such specific waiver any successors or assigns of Section 1542the Company. AGREED TO AND ACCEPTED this day of , which states 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.2006. TXXXXX X. XXXXX

Waiver and Release. The Option HolderIn consideration of Xxxxx’x agreement to provide the benefits, on behalf of the Option Holder payments, and the Option Holder’s heirsother items described in this Agreement, executors, administrators, legal representatives, successors and assigns (the “Releasor”) you hereby fully, finally release and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, discharge the Company, Merger Sub and Parentits officers, directors, agents, servants, employees, successors, assigns, insurers, employee benefit plans and fiduciaries, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all claimsother persons, demandsfirms, covenantsorganizations and corporations, actionsfrom any and all damages, losses, causes of action, expenses, costs (including attorneys fees), costsdemands, sanctionsliabilities and claims on behalf of yourself, judgmentsyour heirs, obligationsexecutors, contractsadministrators and assigns, agreements, debts and liabilities of any kind or nature whatsoever, whether known or unknown, suspected or unsuspected, both contingent or matured (“Claims”), which you at law and in equityany time heretofore had or claimed to have or which you at any time hereafter may have or claim to have, whether sounding in arising out of tort, intentional tortstrict liability, contractmisrepresentation, fraudviolation of any regulation or law, concealmentor any cause whatsoever, breach including, without limitation, Claims based on Texas common law, Claims based on the Age Discrimination in Employment Act or any other federal or state discrimination statutes, or any and all Claims in any manner related to your employment with and/or separation from the Company, and including, without limitation Claims caused by or attributable to the sole, partial, and/or comparative negligence, fault or strict liability of the Company. Further, by accepting the payments described in this Agreement, you agree not to sue the Company or the related persons and entities described above with respect to any matters released hereunder. Notwithstanding the foregoing release and discharge, you shall retain all rights to (i) indemnity, contribution, and directors and officers and other liability coverage that you may have under any statute, the articles and bylaws of Rowan or conspiracyby any other agreement, whether including the Indemnification Agreement by and between Xxxxx and you dated March 7, 2005 and as in effect on the Separation Date; (ii) bring a lawsuit to enforce the Xxxxx’x obligations under this Agreement; (iii) file a complaint with, providing information to, or testifying or otherwise assisting in any investigation or proceeding brought by any state, federal or local regulatory or law enforcement agency or legislative body (but you expressly waive any right to collect any damages or other personal recovery in such a proceeding), or (iv) file any Claims that are not concealed permitted to be waived or hidden, which released under the Releasor now has, ever had Fair Labor Standards Act or may in under the future have against the Releasees, by reason express provisions of any act or omissionother applicable law. You shall have 21 days to decide whether to sign this Agreement. After you have signed this Agreement, in conduct or word, from you may revoke the beginning of time up Agreement within seven days after you have signed it by delivering a written notification to me. You have notified Xxxxx that you have consulted an attorney about the meaning and including the effective date contents of this Agreement, including the release contained herein. You acknowledge that you have read this Agreement, have had an opportunity to ask questions and have it explained to you and that you understand that the Agreement will have the effect of knowingly and voluntarily waiving any action you might pursue, including breach of contract, personal injury, retaliation, discrimination on account ofthe basis of race, age, sex, national origin or disability and any other claims arising out of or relating in any way prior to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 date of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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 debtorAgreement.

Waiver and Release. The Option Holder, on behalf Pursuant to the terms of the Option Holder Employment Agreement (the "Agreement") dated as of _________________, by and between Applied Optoelectronics, Inc., a Delaware corporation, and myself, and in exchange for the Option Holder’s heirssalary continuation and benefits payable under the Agreement (the "Severance Benefits"), executorsI hereby waive all claims against and release (i) Applied Optoelectronics, administratorsInc., legal representativesits officers, employees, agents, insurers, predecessors, successors and assigns (collectively referred to as the “Releasor”"Company"), (ii) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause all of action, right, title or interest against, the Company, Merger Sub and Parent, affiliates of the Company and their respective affiliatesdirectors, officers, employees, agents, insurers, predecessors, successors and assigns, and their respective past (iii) the Company and present directors, officers its affiliates’ employee benefit plans and employees the fiduciaries and each agents of their respective affiliates said plans (collectively, collectively referred to as the “Releasees”"Benefit Plans") of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages arising out of or relating in any way to my employment with or separation from employment with the Company and its affiliates other than amounts due pursuant to the Agreement and the rights and benefits I am entitled to under the Benefit Plans. (the Company, its affiliates and the Benefit Plans are sometimes hereinafter collectively referred to as the "Released Parties".) I understand that signing this Waiver and Release is an important legal act. I acknowledge that I have been advised in writing to consult an attorney before signing this Waiver and Release. I understand that, in order to be eligible for the Severance Benefits, I must sign (and return to the Company) this Waiver and Release before I will receive the Severance Benefits. I acknowledge that I have been given at least ___ days to consider whether to accept the Severance Benefits and whether to execute this Waiver and Release. In exchange for the payment to me of the Severance Benefits, (1) I agree not to xxx the Released Parties in any local, state and/or federal court regarding or relating in any way to my employment with or separation from employment with the Company and its affiliates, and (2) I knowingly and voluntarily waive all claims and release the Released Parties from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from employment with the Options held Company and its affiliates, except to the extent that my rights are vested under the terms of the Agreement or any employee benefit plans sponsored by the Option Holder (whether currently held Company and its affiliates and except with respect to such rights or previously held); providedclaims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, however, that the Option Holder but is not hereby releasing limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; the Texas Labor Code et. seq.; claims in connection with workers’ compensation, retaliation or discharging “whistle blower” statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Further, I expressly represent that no promise or agreement which is not expressed in this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of the Company or its affiliates or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. Notwithstanding the foregoing and anything in this Waiver and Release to the contrary, I do not release and expressly retain (a) all rights to payment or providing for post-employment benefits, under the Agreement or employee benefit plans, (b) all rights to indemnity, contribution, and a defense, and directors and officers and other liability coverage that I may have under any statute, Company policy or by this or any other agreement; and (c) the right to any, unpaid reasonable business expenses and any accrued benefits payable under any Company welfare plan or tax-qualified plan. I acknowledge that payment of the Severance Benefits is not an admission by any one or more of the Released Parties that they engaged in any wrongful or unlawful act or that they violated any federal or state law or regulation. I acknowledge that neither the Company nor its affiliates have promised me continued employment or represented to me that I will be rehired in the future. I acknowledge that my employer and I contemplate an unequivocal, complete and final dissolution of my employment relationship. I acknowledge that this Waiver and Release does not create any right on my part to be rehired by the Company or its affiliates, and I hereby release waive any right to future employment by the Company or discharge its affiliates. I understand that for a period of 7 calendar days following the date that I sign this Waiver and Release, I may revoke my acceptance of this Waiver and Release, provided that my written statement of revocation is received on or before that seventh day by Xxxx-Xxxxxx (Xxxxxxxx) Xxx, the Chief Executive Officer at 00000 Xxxx Xxxxxx Blvd., Sugar Land, TX 77478, facsimile number: 000-000-0000, in which case the Waiver and Release will not become effective. If I timely revoke my acceptance of this Waiver and Release, the Company shall have no obligation under this Waiver and Release nor the Agreement to provide the Severance Benefits to me. I understand that failure to revoke my acceptance of the offer within 7 calendar days from the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. Should any claimsof the provisions set forth in this Waiver and Release be determined to be invalid by a court, demandsagency or other tribunal of competent jurisdiction, obligations, rights, liabilities it is agreed that such determination shall not affect the enforceability of other provisions of this Waiver and Release. I acknowledge that this Waiver and Release sets forth the entire understanding and agreement between me and the Company and its affiliates concerning the subject matter of this Waiver and Release and supersede any prior or causes of actioncontemporaneous oral and/or written agreements or representations, if any, arising under between me and the Company or its affiliates. I understand that the payment of the Severance Benefits, and any negotiations about the Agreement, this Agreement Waiver and Release, or the Merger Agreementtermination and separation of the employment relationship are to be held in absolute confidence and are not to be disclosed in any manner to any person or organization at any time with the exception that the Executive may consult with an advisor or attorney or as otherwise required by law and the exception that the Executive may be required to disclose such information as provided by law. In connection herewith, Executive further agrees that the Option Holder expressly waives consideration being provided to him by Executive for this Waiver and relinquishes Release is predicated upon the Executive's agreement to abide by the confidentiality provisions of this paragraph. Executive further agrees that should he be adjudicated to have breached the terms of this paragraph that he will be subject to all rights legal and benefits equitable relief afforded by Section 1542 law, including the reimbursement of any attorneys’ fees and/or expenses by the Company in recovering any such sums of money. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions and have it explained to me and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin, or disability and any other claims arising prior to the date of this Waiver and Release. By execution of this document, I do not waive or release or otherwise relinquish any legal rights I may have which are attributable to or arise out of acts, omissions, or events of the Civil Code Company or its affiliates which occur after the date of the State execution of Californiathis Waiver and Release. EXECUTIVE: APPLIED OPTOELECTRONICS, if applicableINC.: By: Its: Date: Date: EXHIBIT B INVENTIONS, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.CONFIDENTIALITY,

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstRestricted Stock Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its affiliates and their respective directors, officers, shareholders, agents or employees arising out of, in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its affiliates, successors (4) claims for indemnification respecting acts or omissions in connection with the Employee’s service as a director, officer or employee of the Company or its affiliates, (5) claims for insurance coverage under directors’ and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, officers’ liability insurance policies maintained by the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known Company or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statuteits affiliates, or conspiracy, whether or not concealed or hidden, which (6) any right the Releasor now has, ever had or Employee may have to obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Employee and the Company or word, from the beginning any of time up to its affiliates are jointly responsible. The Employee waives any and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor.” This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee (a) acknowledges that he has been advised to consult an attorney in connection with entering into this Agreement; (b) has twenty-one (21) days to consider this waiver and release; and (c) may revoke this waiver and release within seven (7) days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, Xxx Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven (7) day period. In the event that the waiver and release is revoked during such seven (7) day period, the grant shall be void and of no further effect.

Waiver and Release. The Option HolderEACH OF THE BORROWER AND THE CANADIAN BORROWER HEREBY WAIVES ITS RIGHT TO A JURY TRIAL WITH RESPECT TO ANY ACTION OR CLAIM ARISING OUT OF ANY DISPUTE IN CONNECTION WITH THIS AGREEMENT OR ANY OF THE LOAN DOCUMENTS, on behalf ANY RIGHTS OR OBLIGATIONS HEREUNDER OR THEREUNDER OR THE PERFORMANCE OF SUCH RIGHTS AND OBLIGATIONS. Except as prohibited by law, each of the Option Holder Borrower and the Option Holder’s heirsCanadian Borrower hereby waives any right it may have to claim or recover in any litigation referred to in the preceding sentence any special, executorsexemplary, administratorspunitive or consequential damages or any damages other than, legal representativesor in addition to, successors and assigns (actual damages arising out of the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstcredit relationship among the Borrower, the Company, Merger Sub Canadian Borrower and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time Banks up to and including the effective date of this Agreement. Each of the Borrower and the Canadian Borrower (a) certifies that no representative, on account ofagent or attorney of the Banks has represented, expressly or otherwise, that the Banks would not, in the event of litigation, seek to enforce the foregoing waivers and (b) acknowledges that it has been induced to enter into this Agreement, by among other things, the mutual waivers herein. By its execution hereof and in consideration for the mutual covenants contained herein and the accommodations granted to the Borrower and the Canadian Borrower by the Banks herein and in the documents, instruments and agreements executed in connection herewith, the Borrower expressly waives and releases any and all claims and causes of actions it may have, or alleges to have (and any defenses which may arise out of any of the foregoing), against the Banks and any of their affiliates, employees, directors, officers and Administrative Agents, arising out of or relating in the credit relationship between the Borrower and the Banks up to and including the date of this Agreement. Each of the Borrower and the Canadian Borrower agrees that any way to suit for the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes enforcement of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 any of the Civil Code Loan Documents may be brought in the courts of the State Commonwealth of California, if applicable, Massachusetts or any federal court sitting therein and does so understanding and acknowledging consents to the significance nonexclusive jurisdiction of such specific waiver court and service of Section 1542, which states as follows: A general release does not extend to claims which process in any such suit being made upon the creditor does not know or suspect to exist in his favor Borrower and the Canadian Borrower by mail at the time address specified in Section 21. Each of executing the release, which if known by him must Borrower and the Canadian Borrower hereby waives any objection that it may now or hereafter have materially affected his settlement with to the debtorvenue of any such suit or any such court or that such suit is brought in an inconvenient court.

Waiver and Release. The Option HolderBorrowers have delivered to the Lenders preliminary financial information related to the Company’s Fiscal Year ending December 31, on behalf 2008 and Compliance Certificates for the Company’s Fiscal Quarters ending September 30, 2008 and December 31, 2008. Based upon such information, the Lenders hereby waive compliance by the Borrowers, and waive any Default or Event of Default that may have arisen, in connection with the following: (i) the covenant contained within Section 5.07 of the Option Holder Credit Agreement for the Company’s Fiscal Quarters ending September 30, 2008 and December 31, 2008, and (ii) the covenants contained within Section 5.06(a) of the Credit Agreement for the Company’s Fiscal Year ending December 31, 2008. This waiver does not operate as a waiver of any Credit Agreement provision other than as set forth above with respect to Section 5.07 and Section 5.06(a) and does not operate with regard to any other prior or future Fiscal Quarter or Fiscal Year of the Company. Each Lender has been informed by the Administrative Agent or by the Borrower of the waiver set forth in this Section 17 and has been afforded an opportunity to consider the same. Each Lender has been supplied by the Borrowers or the Administrative Agent, to the extent requested, with sufficient information to enable such Lender to make an informed decision with respect to the waiver set forth in this Section 17. The Borrowers and the Option Holder’s heirsGuarantors acknowledge that, executorsexcept as waived in this Section 17, administratorsall of the rights, legal representatives, successors powers and assigns (remedies vested in the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not Lenders under the Credit Agreement continue to xxxexist, and otherwise agrees not that the Lenders remain free to enforce exercise any claimof the their rights, cause powers and remedies under the Credit Agreement at any time subject only to the terms, conditions and limitations set forth in the Credit Agreement and under applicable Law. The waiver set forth in this Section 17 is limited to the matters set forth herein. Except as set forth in this Section 17, no past, present or future failure of actionthe Lenders to exercise any rights, powers or remedies under the Credit Agreement or any other Loan Document shall operate as or be construed to be a waiver of (i) any right, title power or interest againstremedy of the Lenders or (ii) any term, provision, representation, warranty or covenant contained in the Credit Agreement or any other Loan Document. The Lenders may, subject to the waiver set forth in this Section 17 and any limitations contained in the Credit Agreement and the other Loan Documents and applicable Law, exercise any such right, power or remedy at any time. Furthermore, nothing in this Section 17 shall be deemed to limit, estop or otherwise restrict or prohibit the Lenders from exercising any of their rights or remedies under the Credit Agreement, any other Loan Document, or under applicable Laws or principles of equity with respect to the occurrence of any Default or Event of Default other than those expressly waived in this Section 17, all of which rights and remedies are specifically hereby reserved. The waiver set forth in this Section 17 shall not constitute a course of dealing or a waiver of the Lenders’ right to withhold their consent for any similar request in the future. Each of the Borrowers and the Guarantors acknowledge, represent and agree that none of the Borrowers or the Guarantors have any defenses, setoffs, claims, counterclaims or causes of action of any kind or nature whatsoever with respect to the Loan Documents, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each administration or funding of their respective affiliates (collectively, the “Releasees”) of, from and Advances or with respect to any acts or omissions of the Administrative Agent or any Lender, or any past or present officers, agents or employees of the Administrative Agent or any Lender, and each of the Borrowers and the Guarantors does hereby expressly waive, release and relinquish any and all such defenses, setoffs, claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts counterclaims and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.

Waiver and Release. The Option HolderIn exchange for the consideration offered under the Severance Benefit Agreement between me and Archrock, on behalf of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns Inc. (the “ReleasorCompany”) ), dated as of [ ] (the “Agreement”), I hereby fully, finally waive all of my claims and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, release the Company, Merger Sub any affiliate, subsidiary or venture of the Company, including, but not limited to, Archrock Partners, L.P. and ParentArchrock GP LLC, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each any of their respective affiliates officers, directors, employees, partners, investors, counsel or agents, their benefit plans and the fiduciaries and agents of said plans (collectively, collectively referred to as the “ReleaseesCorporate Group”) of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages. I understand that signing this Waiver and Release is an important legal act. I acknowledge that the Company has advised me in writing to consult an attorney before signing this Waiver and Release. I understand that I have at least [twenty-one (21)] [forty-five (45)] calendar days to consider whether to sign and return this Waiver and Release to the Company by first-class mail or by hand delivery in order for it to be effective. If I sign this release prior to the expiration of the [twenty-one (21)] [forty-five (45)] day period, I waive the remainder of that period. I waive the restarting of the [twenty-one (21)] [forty-five (45)] day period in the event of any modification of this Waiver and Release, whether or not material. In exchange for the consideration offered to me by the Agreement, which I acknowledge provides consideration to which I would not otherwise be entitled, I agree not to xxx or file any charges of discrimination, or any other action or proceeding with any local, state and/or federal agency or court regarding or relating in any way to the Company with respect to the claims released by me herein, and I knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held Corporate Group, except with respect to rights under the Agreement, rights under employee benefit plans or programs other than those specifically addressed in the Agreement, and such rights or claims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; claims in connection with workers’ compensation or “whistle blower” statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Further, I expressly represent that no promise or agreement which is not expressed in the Agreement or this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Company will withhold any taxes required by law from the amount payable to me under the Agreement and that such amount shall be reduced by any monies owed by me to the Company. This Waiver and Release includes a release of claims of discrimination or retaliation on the basis of workers’ compensation status, but does not include workers’ compensation claims. Excluded from this Waiver and Release are any claims which by law cannot be waived in a private agreement between an employer and employee, including but not limited to claims under the Fair Labor Standards Act and the right to file a charge with or participate in an investigation conducted by the Option Holder Equal Employment Opportunity Commission (whether currently held “EEOC”) or previously held); providedany state or local fair employment practices agency. I waive, however, the right to any monetary recovery or other relief should the EEOC or any other agency pursue a claim on my behalf. Notwithstanding the foregoing, I do not release and expressly retain (a) all rights to indemnity, contribution, advancement of expenses and a defense, and directors and officers and other liability coverage that I may have under any statute, the Option Holder bylaws of the Company or any written agreement between me and the Company; and (b) the right to any unpaid reasonable business expenses and any accrued benefits payable under any Company welfare plan, tax-qualified plan or other Benefit Plans. For the avoidance of doubt, the term “Benefit Plans” includes any outstanding equity awards under an equity incentive plan, any deferred compensation plan, any employee stock purchase plan and the Company’s 401(k) plan. Should any of the provisions set forth in this Waiver and Release be determined to be invalid by a court, agency or other tribunal of competent jurisdiction, it is agreed that such determination shall not hereby releasing affect the enforceability of other provisions of this Waiver and Release. I understand that for a period of seven (7) calendar days following my signing this Waiver and Release (the “Waiver Revocation Period”), I may revoke my acceptance of the offer by delivering a written statement to the Company by hand or discharging by registered mail, addressed to the address for the Company specified in the Agreement, in which case the Waiver and does Release will not hereby become effective. In the event I revoke my acceptance of this offer, the Company shall have no obligation to provide me the consideration offered under the Agreement to which I would not otherwise have been entitled. I understand that failure to revoke my acceptance of the offer within the Waiver Revocation Period will result in this Waiver and Release becoming effective, permanent and irrevocable at the end of the Waiver Revocation Period. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions, have it explained to me and had the opportunity to seek independent legal advice with respect to the matters addressed in this Waiver and Release and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin or disability and any other claims arising prior to the date of this Waiver and Release, except for those claims specifically not released by me herein. By execution of this document, I do not waive or release or discharge otherwise relinquish any claimslegal rights I may have which are attributable to or arise out of acts, demands, obligations, rights, liabilities omissions or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 events of the Civil Code Company or any other member of the State Corporate Group which occur after the date of Californiaexecution of this Waiver and Release. AGREED TO AND ACCEPTED this day of , if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.20 [Name]

Waiver and Release. The Option HolderIn exchange for the consideration offered under the Separation and Consulting Agreement between me and OpTel, on behalf of Inc. (the Option Holder "Company"), dated September 1, 1996, and the Option Holder’s heirsWarrant Agreement attached thereto (collectively known as the "Agreement"), executors, administrators, legal representatives, successors I hereby waive all of my claims and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, release the Company, Merger Sub and Parent, and their respective its affiliates, successors and assigns, and their respective past and present directors, officers and employees its subsidiaries and each of their respective affiliates directors and officers, employees and agents, and employee benefit plans and the fiduciaries and agents of said plans (collectively, collectively referred to as the “Releasees”"Corporate Group") of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages. All payments under the Agreement are voluntary on the part of the Company and are not required by any legal obligation of the Company to me other than the Agreement itself. I choose to accept this offer. I understand that signing this Waiver and Release is an important legal act. I acknowledge that the Company has advised me in writing to consult an attorney before signing this Waiver and Release. I understand that I have until 21 calendar days after the date shown above to consider whether to sign and return this Waiver and Release to the Company by first-class mail or by hand delivery in order for it to be effective. In exchange for the consideration offered to me by the Company pursuant to the Agreement, which is in addition to any remuneration or benefits to which I am already entitled, I agree not to xxx or file any charges of discrimination, or any other action or proceeding with any local, state and/or federal agency or court regarding or relating in any way to the Company, and I knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by Company, except with respect to rights under the Option Holder (whether currently held Agreement and such rights or previously held); providedclaims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, however, that the Option Holder but is not hereby releasing or discharging limited to, claims and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 action under: Title VII of the Civil Code Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Older Workers Benefit Protection Act of 1990; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Texas Commission on Human Rights Act; the Texas Labor Code; and/or contract, tort, defamation, slander, wrongful termination or other claims or any other state or federal statutory or common law. Should any of the State provisions set forth in this Waiver and Release be determined to be invalid by a court, agency or other tribunal of Californiacompetent jurisdiction, if applicableit is agreed that such determination shall not affect the enforceability of other provisions of this Waiver and Release. I understand that for a period of 7 calendar days following my signing this Waiver and Release (the "Waiver Revocation Period"), I may revoke my acceptance of the offer by delivering a written statement to the Company by hand or by registered mail, addressed to the address for OpTel, Inc. specified in the Agreement, in which case the Waiver and does so understanding Release will not become effective. In the event I revoke my acceptance of this offer, the Company shall have no obligation to provide me the consideration offered under the Agreement. I understand that failure to revoke my acceptance of the offer within the Waiver Revocation Period will result in this Waiver and acknowledging Release being permanent and irrevocable. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions and have it explained to me and that I understand that this Waiver and Release will have the significance effect of such specific waiver knowingly and voluntarily waiving any action I might pursue, including breach of Section 1542contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin, or disability and any other claims arising prior to the date of this Waiver and Release. By execution of this document, I do not waive or release or otherwise relinquish any legal rights I may have which states are attributable to or arise out of acts, omissions or events of the Company or any other member of the Corporate Group which occur after the date of execution of this Waiver and Release. I acknowledge that this Waiver and Release waives any rights I may have as follows: A general release does not extend a shareholder or a derivative shareholder of the Company with respect to claims any events which may have occurred up to and including the creditor does not know or suspect to exist date of execution hereof, excluding any rights I may have solely by virtue of my investment interests in his favor at the time Vanguard Communications, L.P. AGREED TO AND ACCEPTED this _______ day ____________, of executing the release, which if known by him must have materially affected his settlement with the debtor.1996. ------------------------------ Xxxxx X. Xxxxxx

Waiver and Release. The Option Holder, on behalf of In consideration for the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstOption, the Company, Merger Sub Optionee hereby waives any and Parent, all claims whether known or unknown that the Optionee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Optionee's employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect to the Optionee's service as a director, officer or employee of the Company or any of its Subsidiaries and all claimsAffiliates, demands, covenants, actions, causes (5) claims for insurance coverage under directors' and officers' liability insurance policies maintained by the Company or any of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known its Subsidiaries or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statuteAffiliates, or conspiracy, whether or not concealed or hidden, which (6) any right the Releasor now has, ever had or Optionee may have to obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Optionee and the Company or word, from the beginning any of time up to its Subsidiaries or Affiliates are jointly responsible. The Optionee waives any and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Optionee acknowledges that the Optionee (a) has been advised to consult an attorney in connection with entering into this Option Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven-days of execution upon written notice to Attn: Corporate Secretary, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect.

Waiver and Release. 6. The Option HolderExecutive acknowledges that the Company has no obligation to enter into this Agreement. The Executive acknowledges and agrees that, in consideration of the Company entering into this Agreement and for other good and valuable consideration, the Executive, on behalf of the Option Holder himself and the Option Holder’s his heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, hereby knowingly and voluntarily waives, releases, and discharges the Company, its parents, subsidiaries and affiliates and their respective past and present predecessors, successors, assigns, representatives, officers, directors, officers agents and employees and each of their respective affiliates (collectively, the “Releasees”) of), from and with respect to any and all whatever claims, demands, covenantscharges, actions, and causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeveraction he may have against the Releasees, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including through the effective date of this AgreementAgreement based upon any matter, on account of, cause or thing whatsoever arising out of or relating in any way related to the Options held by Executive’s employment with the Option Holder Company or the termination thereof. Notwithstanding anything else herein to the contrary, this waiver and release shall not affect: (whether currently held i) rights to indemnification or coverage, as applicable, the Executive may have (A) under applicable law, (B) under Section 3(c)(ii) of the Employment Agreement (except for the second sentence thereof), (C) under any other agreement between the Executive and any Releasee, and (D) as an insured under any director’s and officer’s liability insurance policy now or previously held); provided, however, that in force and (ii) any obligations of the Option Holder is not hereby releasing Company or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising Releasee under this Agreement or (including, but not limited to, paragraph 3 of this Agreement). To the Merger Agreement. In connection herewithextent coverage is available, the Option Holder expressly waives Company shall maintain the Executive’s coverage under any director and relinquishes all rights and benefits afforded officer insurance policy obtained by Section 1542 the Company after the date hereof to the same extent as other current or former directors or senior executive officers of the Civil Code Company, provided that if the inclusion of the State Executive in such policy increases the premiums due thereunder in a manner that is disproportionate in relation to the premiums applicable to the inclusion of Californiaother directors and senior executive officers, the Executive will be included in such policy only if applicable, and does so understanding and acknowledging the significance of Executive pays such specific waiver of Section 1542, which states as follows: A general release does not extend disproportionate premium increase in cash prior to claims which the creditor does not know or suspect date that the Company is due to exist in his favor at pay the time of executing the release, which if known by him must have materially affected his settlement with the debtorpremium for such policy.

Waiver and Release. The Option HolderIn exchange for the payment to me of the severance benefits described in Section 2 of the Change in Control Agreement between Reliant Energy, Inc. (the “Company”), Reliant Energy Corporate Services, LLC (the “Employer”) and me effective as of , (the “Agreement”) and of other remuneration and consideration provided for in the Agreement (collectively, the “Benefits”), which is in addition to any remuneration or benefits to which I am already entitled, I agree not to sxx and to release and forever discharge the Company, the Employer and all of their respective parents, subsidiaries, affiliates and unincorporated divisions, and its or their respective officers, directors, agents, servants, employees, successors, assigns, insurers, employee benefit plans and fiduciaries, and agents of any of the foregoing (collectively, the “Corporate Group”) from any and all damages, losses, causes of action, expenses, demands, liabilities, and claims on behalf of the Option Holder and the Option Holder’s myself, my heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not with respect to xxx, and otherwise agrees not all matters relating to enforce any claim, cause or arising out of action, right, title my employment with or interest against, separation from the Company, Merger Sub under any employee benefit plan or claims for indemnity arising as a result of my being an officer or fiduciary of the Corporate Group. The release does not apply to claims or causes of action accruing after the date hereof. I acknowledge that signing this Waiver and ParentRelease is an important legal act and that I have been advised in writing to consult an attorney prior to execution. I also understand that, in order to be eligible for the Benefits, I must sign and return this Waiver and Release to the Company’s General Counsel. I acknowledge that I have been given at least 21 days to consider whether to execute this Waiver and Release. In exchange for the payment to me of the Benefits, which is in addition to any remuneration or benefits to which I am already entitled, (1) I agree not to sxx in any local, state or federal court regarding or relating in any way to my employment with or separation from the Company, the Employer or any member of the Corporate Group, and their respective affiliates, successors (2) I knowingly and assigns, voluntarily waive all claims and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, release the “Releasees”) of, Corporate Group from and with respect to any and all claims, demands, covenants, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from the Options held Company, the Employer or any member of the Corporate Group, except to the extent that my rights are vested under the terms of employee benefit plans sponsored by the Option Holder Corporate Group, rights described in the Agreement, claims for indemnity from the Corporate Group arising as a result of being an officer or fiduciary of the Corporate Group, and except with respect to such rights or claims as may arise after the date this Waiver and Release is executed. Except for the matters identified above that are not the subject of this Waiver and Release, this Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; the Texas Labor Code §21.001 et. seq.; the Texas Labor Code; the Sxxxxxxx-Xxxxx Act of 2002; claims in connection with workers’ compensation or “whistle blower” statutes; and claims for breach of contract (whether currently held written or previously heldoral, expressed or implied), tort, personal injury, defamation, negligence or wrongful termination; providedand any other claims under the statutory, howeverregulatory, administrative, constitutional or common law of any nation, state, locality or any other jurisdiction. Further, I expressly represent that no promise or agreement which is not expressed in this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Option Holder Company or the Employer, as applicable, will withhold any taxes required by federal, state or local law from the Benefits otherwise payable to me. I understand that for a period of seven calendar days following the Company’s receipt of this Waiver and Release executed by me, I may revoke my acceptance of the offer of the Benefits by delivering a written statement to the Company’s General Counsel, by hand or by registered-mail, in which case the Waiver and Release will not become effective. In the event I revoke my acceptance of this offer, the Company and the Employer will have no obligation to provide me the Benefits. I understand that failure to revoke my acceptance of the offer within seven days after the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. I agree that the terms of this Waiver and Release are CONFIDENTIAL and that any disclosure to anyone for any purpose whatsoever except as required by law by me or my agents, representatives, heirs, spouse, employees or spokespersons will be a breach of this Waiver and Release. I agree that this Waiver and Release is valid. I agree that this Waiver and Release is fair, adequate and reasonable. I agree that my consent to this Waiver and Release was with my full knowledge and was not procured through fraud, duress or mistake. I acknowledge that payment of the Benefits is not hereby releasing an admission by any member of the Corporate Group that they engaged in any wrongful or discharging unlawful act or that any member of the Corporate Group violated any law or regulation. I understand that nothing in this Waiver and does not hereby release Release is intended to prohibit, restrict or discharge otherwise discourage me from engaging in any claimsactivity related to matters of public or employee health or safety. Similarly, demandsnothing herein is intended to prohibit, obligationsrestrict or otherwise discourage me or any other individual from making reports of unsafe, rightswrongful or illegal conduct to any agency or branch of the local, liabilities state or causes federal government, including law enforcement authorities, public utility commissions, energy regulatory commissions or any other lawful authority. I agree that if called upon to serve as a witness or consultant in or with respect to any actual or potential litigation or administrative proceeding, I will truthfully cooperate with the Company and the Employer to the full extent permitted by law. I understand and agree that in the event of actionany breach or threatened breach of the provisions of Sections 6, 7 or 8 of the Agreement by me, the Company or the Employer, in their discretion, may initiate appropriate action as provided in those Sections and may recover all lawful damages which it or they may prove by a preponderance of the evidence in accordance with the law specified in those Sections. I acknowledge that this Waiver and Release sets forth the entire understanding and agreement between me, the Company and the Employer concerning the subject matter of this Waiver and Release and supersedes any prior or contemporaneous oral and/or written agreements or representations, if any, arising under this Agreement or the Merger Agreement. In connection herewithbetween me, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 Company, the Employer or any other member of the Civil Code Corporate Group. The invalidity or enforceability of any provisions hereof shall in no way affect the State validity or enforceability of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.any other provision. Name Social Security Number Signature Date

Waiver and Release. The Option HolderExcept for claims based on an alleged breach of this Agreement, Employee, on behalf of the Option Holder himself and the Option HolderEmployee’s marital community, heirs, executors, administratorsadministrators and assigns, legal representativesexpressly waives against Employer, successors its present and assigns (the “Releasor”) hereby fullyformer businesses, finally subsidiaries and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parentaffiliates, and their respective affiliatescollective current and former officers, successors and assigns, and their respective past and present directors, officers employees, managers, agents, trustees, representatives, general and employees limited partners, members and each attorneys (all of their respective affiliates (collectively, the which are collectively referred to as “ReleaseesReleased Parties”) of, from and with respect to any and all claims, demands, covenants, actionsdamages, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeveraction or disputes, whether known or unknown, suspected based upon acts or unsuspectedomissions relating to Employee's employment or the end of Employee's employment with Employer, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, occurring or conspiracy, whether that could be alleged to have occurred on or not concealed or hidden, which prior to the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date execution of this Agreement; and further release, on account ofdischarge and acquit Released Parties, individually and in their representative capacities, from such claims, damages, causes of action or disputes. This waiver and release includes, but is not limited to, any and all claims for wages, employment benefits, and damages of any kind whatsoever arising out of any contracts, expressed or relating in implied; any way to the Options held by the Option Holder (whether currently held covenant of good faith and fair dealing; estoppel or previously held)misrepresentation; provideddiscrimination or retaliation on any unlawful basis; harassment; unjust enrichment; wrongful termination or constructive discharge; any federal, howeverstate, that the Option Holder is not hereby releasing local or discharging and does not hereby release other governmental statute or discharge any claimsordinance, demandsincluding, obligationswithout limitation, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 Title VII of the Civil Code Rights Act of 1964, as amended; the State Americans with Disabilities Act; the Fair Labor Standards Act; the Employee Retirement Income Security Act, as amended; the Civil Rights Act of California, if applicable, 1866; the Older Workers Benefit Protection Act; the Age Discrimination in Employment Act (“ADEA”); any state or federal wage payment statute; or any other legal limitation on the employment relationship. Employee acknowledges that Released Parties are in no way liable for any released claims described in this Section. Employee agrees to defend and does so understanding indemnify Released Parties (including payment of fees as incurred) against any such claims whether made by him or on behalf of him to the full extent permitted by law. Excluded from this release are claims that Employee may have with regard to vested benefits under ERISA or any other claim that may not be released in accordance with law and acknowledging any rights or claims that may arise after the significance date this Agreement is executed. Employee understands that Employee is not barred from bringing an action challenging the validity of such specific waiver of Section 1542, which states as follows: A general this Agreement under the ADEA. Employee further understands that this release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time preclude filing a charge of executing the release, which if known by him must have materially affected his settlement age discrimination with the debtorU.S. Equal Employment Opportunity Commission.

Waiver and Release. The Option Holder, on behalf Employee hereby agrees that the Employee was not already entitled to receive several of the Option Holder Severance Benefits set forth in the Compensation paragraph above, and in exchange for said new consideration the Employee, for the Employee and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors Employee's heirs and assigns, hereby WAIVES, RELEASES and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to FOREVER DISCHARGES any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which claims the Releasor now has, ever had or Employee may in the future have against the ReleaseesCompany and its owners, by reason of any act or omissiondirectors, in conduct or wordofficers, from the beginning of time up to employees, agents, successors, affiliates, and including the effective date of this Agreement, on account ofassigns, arising out of the Employee's employment, or relating the termination of said employment, with the Company, including, but not limited to, the waiver and release of (a) any claim for unpaid compensation, unpaid vacation pay (except for $1,556.00 in any way accrued vacation compensation to be paid to the Options held by Employee on December 31, 1998), or unpaid bonus, (b) any claim for age discrimination or right arising under the Option Holder Federal Age Discrimination in Employment Act of 1967, (whether currently held c) any claim for age, sex, disability, racial or previously held); providedother employment discrimination arising under any State or Federal law, however(d) any tort claim, that (e) any claim for wrongful discharge or breach of contract, and (f) any claim or right arising out of the Option Holder is not hereby releasing or discharging and Employee's 11/8/91 Employment Agreement, the Amendment To Employment Agreement, the 7/21/89 Employment Agreement, and, except as specifically provided herein, the Company's various stock option plans. Employee does not hereby release any right or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under claim that may arise after the date the Employee executes this Agreement or the Merger Separation Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states as follows: A general release Employee does not extend to claims which the creditor does not know hereby release any rights 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 debtorbenefits Employee has accrued under any retirement plan.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstPerformance Share Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect to the Employee’s service as a director, officer or employee of the Company or any of its Subsidiaries and all claimsAffiliates, demands, covenants, actions, causes (5) claims for insurance coverage under directors’ and officers’ liability insurance policies maintained by the Company or any of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known its Subsidiaries or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statuteAffiliates, or conspiracy, whether or not concealed or hidden, which (6) any right the Releasor now has, ever had or Employee may have to obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Employee and the Company or word, from the beginning any of time up to its Subsidiaries or Affiliates are jointly responsible. The Employee waives any and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor.. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect. 883057v1 (US – 2/15) 7

Waiver and Release. The Option HolderIn consideration for and as a condition to the payments and benefits provided and to be provided under Sections 4.2(b) and 4.5 of this Agreement, on behalf Executive agrees that Executive will, within forty-five (45) days after the termination of the Option Holder and the Option HolderExecutive’s heirsemployment hereunder, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not deliver to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parentnot revoke, a fully executed general release agreement in a form that is acceptable to the Company and reasonably agreeable to Executive (which agreement by Executive shall not be unreasonably delayed or withheld) and which shall fully and irrevocably release and discharge the Company, its directors, officers, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all claims, demandscharges, covenantscomplaints, actionsliabilities of any kind, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected owed to Executive, other than any rights Executive may have under the terms of this Agreement that survive such termination of employment and other than any vested rights of Executive under any of the Company’s employee benefit plans or unsuspectedprograms that, both by their terms, survive or are unaffected by such termination of employment. Executive agrees that the payments and benefits contemplated by Sections 4.2(b) and 4.5 (and any applicable acceleration of any equity based award in connection with a termination within the temporal proximity to a Change of Control specified in Section 4.5) shall constitute the exclusive and sole remedy for any termination of Executive’s employment and the Executive covenants not to assert or pursue any other remedies, at law and or in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach with respect to any termination of statute, or conspiracy, whether or employment. The foregoing provisions of this Section 4.6 shall not concealed or hidden, which affect: (i) the Releasor now has, ever had or may in the future have against the Releasees, by reason Executive’s receipt of any act or omission, benefits otherwise due terminated employees under group insurance coverage consistent with the terms of an applicable Company welfare benefit plan; (ii) the Executive’s rights to continued health coverage under COBRA; (iii) the Executive’s receipt of benefits otherwise due in conduct or word, from accordance with the beginning terms of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder Company’s 401(k) plan (whether currently held or previously heldif any); provided, however, that the Option Holder is not hereby releasing or discharging (iv) Executive’s right to seek government-provided unemployment benefits and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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 debtorworkers’ compensation benefits.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstRestricted Stock Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect to the Employee’s service as a director, officer or employee of the Company or any of its Subsidiaries and all claimsAffiliates, demands, covenants, actions, causes (5) claims for insurance coverage under directors’ and officers’ liability insurance policies maintained by the Company or any of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known its Subsidiaries or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statuteAffiliates, or conspiracy, whether or not concealed or hidden, which (6) any right the Releasor now has, ever had or Employee may have to obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Employee and the Company or word, from the beginning any of time up to its Subsidiaries or Affiliates are jointly responsible. The Employee waives any and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor.. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect. 883467v1 (US – 2/15) 5

Waiver and Release. The Option Holder, on behalf (a) In consideration of the Option Holder severance payments and the Option Holder’s other benefits outlined in this Agreement, Executive, for himself, his attorneys, heirs, executors, administrators, legal representativessuccessors, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, does hereby fully and forever release and discharge Interstate Hotels & Resorts, Inc., Interstate Management Co., LLC, their respective past parent, subsidiary, and present affiliate corporations, and all related companies, as well as all predecessors, successors, assigns, directors, officers officers, partners, agents, employees, former employees, heirs, executors, attorneys, and employees and each of their respective affiliates administrators (collectively, the hereinafter “Releasees”) of, from and with respect to any and all claims, demands, covenants, actionssuits, causes of action, feesand/or claims, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities demands or entitlements of any nature whatsoever, whether known or known, unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hiddenunforeseen, which the Releasor now has, ever had he has or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, Releasees arising out of or relating in connection with his employment by the Company (other than the obligations imposed on the Company pursuant to this Agreement), the termination of his employment, or any event, transaction, or matter occurring or existing on or before the date on which he executes this Agreement. Executive agrees, without limiting the generality of this Waiver and Release, not to file or otherwise institute any claim or lawsuit seeking damages or other relief and not to otherwise assert any claims that are lawfully released herein. Executive further hereby irrevocably and unconditionally waives any and all rights to recover any relief or damages concerning the claims that are lawfully released herein. Executive represents and warrants that he has not previously filed or joined in any way to such claims, demands or entitlements against the Options held by Releasees and that he will indemnify and hold harmless the Option Holder (whether currently held or previously held); providedReleasees from all liabilities, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligationscosts, rights, liabilities or causes expenses and/or attorneys’ fees incurred as a result of action, if any, arising under this Agreement or the Merger Agreementany such claims. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states as follows: EXECUTIVE HEREBY ACKNOWLEDGES AND AGREES THAT THIS RELEASE IS 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 debtorGENERAL RELEASE.

Waiver and Release. The Option HolderIn exchange for the payment to me of the severance benefits described in Section 2 of the Change in Control Agreement between Reliant Energy, Inc. (the "Company"), Reliant Energy Corporate Services, LLC (the "Employer") and me effective as of , (the "Agreement") and of other remuneration and consideration provided for in the Agreement (collectively, the "Benefits"), which is in addition to any remuneration or benefits to which I am already entitled, I agree not to xxx and to release and forever discharge the Company, the Employer and all of their respective parents, subsidiaries, affiliates and unincorporated divisions, and its or their respective officers, directors, agents, servants, employees, successors, assigns, insurers, employee benefit plans and fiduciaries, and agents of any of the foregoing (collectively, the "Corporate Group") from any and all damages, losses, causes of action, expenses, demands, liabilities, and claims on behalf of the Option Holder and the Option Holder’s myself, my heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not with respect to xxx, and otherwise agrees not all matters relating to enforce any claim, cause or arising out of action, right, title my employment with or interest against, separation from the Company, Merger Sub under any employee benefit plan or claims for indemnity arising as a result of my being an officer or fiduciary of the Corporate Group. The release does not apply to claims or causes of action accruing after the date hereof. I acknowledge that signing this Waiver and ParentRelease is an important legal act and that I have been advised in writing to consult an attorney prior to execution. I also understand that, in order to be eligible for the Benefits, I must sign and return this Waiver and Release to the Company's General Counsel. I acknowledge that I have been given at least 21 days to consider whether to execute this Waiver and Release. In exchange for the payment to me of the Benefits, which is in addition to any remuneration or benefits to which I am already entitled, (1) I agree not to xxx in any local, state or federal court regarding or relating in any way to my employment with or separation from the Company, the Employer or any member of the Corporate Group, and their respective affiliates, successors (2) I knowingly and assigns, voluntarily waive all claims and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, release the “Releasees”) of, Corporate Group from and with respect to any and all claims, demands, covenants, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from the Options held Company, the Employer or any member of the Corporate Group, except to the extent that my rights are vested under the terms of employee benefit plans sponsored by the Option Holder Corporate Group, rights described in the Agreement, claims for indemnity from the Corporate Group arising as a result of being an officer or fiduciary of the Corporate Group, and except with respect to such rights or claims as may arise after the date this Waiver and Release is executed. Except for the matters identified above that are not the subject of this Waiver and Release, this Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; the Texas Labor Code §21.001 et. seq.; the Texas Labor Code; the Xxxxxxxx-Xxxxx Act of 2002; claims in connection with workers' compensation or "whistle blower" statutes; and claims for breach of contract (whether currently held written or previously heldoral, expressed or implied), tort, personal injury, defamation, negligence or wrongful termination; providedand any other claims under the statutory, howeverregulatory, administrative, constitutional or common law of any nation, state, locality or any other jurisdiction. Further, I expressly represent that no promise or agreement which is not expressed in this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Option Holder Company or the Employer, as applicable, will withhold any taxes required by federal, state or local law from the Benefits otherwise payable to me. I understand that for a period of seven calendar days following the Company's receipt of this Waiver and Release executed by me, I may revoke my acceptance of the offer of the Benefits by delivering a written statement to the Company's General Counsel, by hand or by registered-mail, in which case the Waiver and Release will not become effective. In the event I revoke my acceptance of this offer, the Company and the Employer will have no obligation to provide me the Benefits. I understand that failure to revoke my acceptance of the offer within seven days after the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. I agree that the terms of this Waiver and Release are CONFIDENTIAL and that any disclosure to anyone for any purpose whatsoever except as required by law by me or my agents, representatives, heirs, spouse, employees or spokespersons will be a breach of this Waiver and Release. I agree that this Waiver and Release is valid. I agree that this Waiver and Release is fair, adequate and reasonable. I agree that my consent to this Waiver and Release was with my full knowledge and was not procured through fraud, duress or mistake. I acknowledge that payment of the Benefits is not hereby releasing an admission by any member of the Corporate Group that they engaged in any wrongful or discharging unlawful act or that any member of the Corporate Group violated any law or regulation. I understand that nothing in this Waiver and does not hereby release Release is intended to prohibit, restrict or discharge otherwise discourage me from engaging in any claimsactivity related to matters of public or employee health or safety. Similarly, demandsnothing herein is intended to prohibit, obligationsrestrict or otherwise discourage me or any other individual from making reports of unsafe, rightswrongful or illegal conduct to any agency or branch of the local, liabilities state or causes federal government, including law enforcement authorities, public utility commissions, energy regulatory commissions or any other lawful authority. I agree that if called upon to serve as a witness or consultant in or with respect to any actual or potential litigation or administrative proceeding, I will truthfully cooperate with the Company and the Employer to the full extent permitted by law. I understand and agree that in the event of actionany breach or threatened breach of the provisions of Sections 6, 7 or 8 of the Agreement by me, the Company or the Employer, in their discretion, may initiate appropriate action as provided in those Sections and may recover all lawful damages which it or they may prove by a preponderance of the evidence in accordance with the law specified in those Sections. I acknowledge that this Waiver and Release sets forth the entire understanding and agreement between me, the Company and the Employer concerning the subject matter of this Waiver and Release and supersedes any prior or contemporaneous oral and/or written agreements or representations, if any, arising under this Agreement or the Merger Agreement. In connection herewithbetween me, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 Company, the Employer or any other member of the Civil Code Corporate Group. The invalidity or enforceability of any provisions hereof shall in no way affect the State validity or enforceability of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.any other provision. Name Social Security Number Signature Date Exhibit 10.50

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstRestricted Stock Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect the Employee’s service as a director, officer or employee of the Company or any of its Subsidiaries and Affiliates, (5) claims for insurance coverage under directors’ and officers’ liability insurance policies maintained by the Company or any of its Subsidiaries or Affiliates, (6) any right the Employee may have to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Employee and the Company or word, from any of its Subsidiaries or Affiliates are jointly responsible or (7) claims under the beginning of time up to California Fair Employment and including the effective date of this Agreement, on account of, arising out of or relating in Housing Act. The Employee waives any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect as follows: A general release does not extend to claims which that the creditor or releasing party does not know or suspect to exist in his favor at the time of executing the releaseRelease and that, which if known by him must or her, would have materially affected his settlement with the debtordebtor or released party. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect.

Waiver and Release. The Option HolderIn exchange for the consideration (the “Benefits”) offered under the Transition Consulting Agreement between Northfield Bancorp, Inc. (“Bancorp”), Northfield Bank (the “Bank,” and collectively with the Bancorp, “Northfield”) and me executed on behalf the 6th of October, 2017 (the Option Holder “Agreement”), which was offered to me in exchange for my agreement, among other things, to waive all of my claims against and release Bancorp, the Option Holder’s heirs, executors, administrators, legal representativesBank and their predecessors, successors and assigns (collectively referred to as “Northfield”), all of the affiliates (including parents and subsidiaries) of Northfield (collectively referred to as the “ReleasorAffiliates”) hereby fullyand Northfield’s and Affiliates’ directors and officers, finally employees, agents and forever releasesthe employee benefit plans and programs (“Employee Benefit Plans”), discharges administrators and covenants not to xxx, and otherwise agrees not to enforce any claim, cause fiduciaries of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees Northfield and each of their respective affiliates the entities affiliated with Northfield, (collectively, with Northfield and Affiliates, referred to herein as the “ReleaseesCorporate Group”) of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages arising out of or relating in any way to my employment with or separation from Northfield or the Affiliates; provided, however, that this Waiver and Release shall not apply to (1) any existing right I have to indemnification, contribution and a defense, (2) any directors and officers and general liability insurance coverage, (3) any rights I may have as a shareholder of Bancorp, (4) any rights under any equity plans of Bancorp, (5) any rights to payments under any Employee Benefit Plans, (6) rights under the Agreement and (7) any rights which cannot be waived or released as a matter of law. I understand that signing this Waiver and Release is an important legal act. I acknowledge that Northfield has advised me in writing to consult an attorney before signing this Waiver and Release and has given me at least 21 days from the day I received a copy of this Waiver and Release to sign it. In exchange for the Benefits, I, among other things, (1) agree not to xxx in any local, state and/or federal forum regarding or relating in any way to my employment with or separation from Northfield or the Affiliates and (2) knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from Northfield or the Options held by Affiliates. This Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Option Holder Civil Rights Act of 1964, as amended (whether currently held or previously held“Title VII”); providedthe Age Discrimination in Employment Act of 1967, howeveras amended, including the Older Workers Benefit Protection Act of 1990 (“ADEA”); the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990 (“ADA”); the Energy Reorganization Act, as amended, 42 U.S.C. §§ 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Xxxxxxxx-Xxxxx Act of 2002; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; The New York Human Rights Law; The New York Executive Law; The New York Labor Law; The New York Civil Rights Law; The New York City Human Rights Law; The New York City Charter and Administrative Code; New Jersey Law Against Discrimination; the New Jersey Civil Rights Act; the New Jersey Family Leave Act; the New Jersey State Wage and Hour Law; the Millville Dallas Airmotive Plant Job Loss Notification Act; the New Jersey Conscientious Employee Protection Act; the New Jersey Equal Pay Law; the New Jersey Occupational Safety and Health Law; the New Jersey Smokers’ Rights Law; the New Jersey Genetic Privacy Act; the New Jersey Fair Credit Reporting Act; the New Jersey Statutory Provision Regarding Retaliation/Discrimination for Filing A Workers’ Compensation Claim; the New Jersey Public Employees' Occupational Safety and Health Act; the New Jersey laws regarding Political Activities of Employees, Lie Detector Tests, Jury Duty, Employment Protection, and Discrimination; any other New Jersey statute, law, rule, or regulation relating to labor and employment, including but not limited to, any claim for unpaid wages and/or penalties; claims in connection with workers’ compensation statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Further, I expressly represent that the Option Holder no promise or agreement which is not hereby releasing expressed in the Agreement has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or discharging representation of Northfield, any of the Affiliates or any other member of the Corporate Group or any of their agents. I agree that this Waiver and does Release is valid, fair, adequate and reasonable, is entered into with my full knowledge and consent, was not hereby release procured through fraud, duress or discharge mistake and has not had the effect of misleading, misinforming or failing to inform me. I understand and agree that I would not receive the Benefits specified above, except for my signing and non-revocation of this Waiver and Release. Notwithstanding the foregoing, nothing contained in this Waiver and Release is intended to prohibit or restrict me in any claimsway from (1) bringing a lawsuit against Northfield to enforce Northfield’s obligations under the Agreement; (2) making any disclosure of information required by law; (3) providing information to, demandsor testifying or otherwise assisting in any investigation or proceeding brought by, obligationsany federal, state or local regulatory or law enforcement agency or legislative body, any self-regulatory organization, or Northfield’s legal, compliance or human resources officers; (4) testifying or participating in or otherwise assisting in a proceeding relating to an alleged violation of any federal, state or municipal law relating to fraud or any rule or regulation of the Securities and Exchange Commission or any self-regulatory organization; or (5) filing any claims that are not permitted to be waived or released under applicable law (although my ability to recover damages or other relief is still waived and released to the extent permitted by law). In addition, nothing in this Agreement prohibits or prevents Alexander from filing a charge with or participating, testifying, or assisting in any investigation, hearing, or other proceeding before any federal, state, or local government agency, including the EEOC, U.S. Department of Justice, the Securities and Exchange Commission (“SEC”), the Congress or any Inspector General, or making other disclosures that are protected under the whistleblower provisions of federal law or regulation, nor is Alexander required under this Agreement to disclose to the Employer any such reports or disclosure. However, to the maximum extent permitted by law, I agree that if such an administrative claim is made, I shall not be entitled to recover any individual monetary relief or other individual remedies. This Agreement shall not affect Alexander’s vested benefits under any tax-qualified plan, nonqualified plan or rights, liabilities or causes of action, if any, arising to health care continuation benefits under COBRA. Should any of the provisions set forth in this Waiver and Release be determined to be invalid by a court, agency or other tribunal of competent jurisdiction, it is agreed that such determination shall not affect the enforceability of other provisions of this Waiver and Release. If the general release language is found to be illegal or unenforceable, I agree to execute a binding replacement release. I acknowledge that this Waiver and Release and the Agreement set forth the entire understanding and agreement between me and Northfield or any other member of the Merger AgreementCorporate Group concerning the subject matter of this Waiver and Release and supersede any prior or contemporaneous oral and/or written agreements or representations, if any, between me and Northfield or any other member of the Corporate Group. I understand that for a period of seven (7) calendar days following the date that I sign this Waiver and Release, I may revoke my acceptance of the offer, provided that my written statement of revocation is received on or before that seventh day by the Director of Human Resources of Bancorp’s Board of Directors (or, in the event of mailing, postmarked on or before the seventh day), in which case the Waiver and Release will not become effective. In connection herewiththe event I revoke my acceptance of this offer, Northfield shall have no obligation to provide me with the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 Benefits. I understand that failure to revoke my acceptance of the Civil Code offer within seven (7) calendar days from the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions and have it explained to me and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin, or disability and any other claims arising prior to the date of this Waiver and Release. By execution of this document, I do not waive or release or otherwise relinquish any legal rights I may have which are attributable to or arise out of acts, omissions, or events of Northfield or any other member of the State Corporate Group which occur after the date of Californiathe execution of this Waiver and Release. /s/ Xxxx X. Xxxxxxxxx /s/ Xxxxxxx X. Xxxxx, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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 debtorXx.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstPerformance Share Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect the Employee’s service as a director, officer or employee of the Company or any of its Subsidiaries and Affiliates, (5) claims for insurance coverage under directors’ and officers’ liability insurance policies maintained by the Company or any of its Subsidiaries or Affiliates, (6) any right the Employee may have to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omissionfailure to act for which both the Employee and the Company or any of its Subsidiaries or Affiliates are jointly responsible, in conduct or word, from (7) claims under the beginning of time up to California Fair Employment and including the effective date of this Agreement, on account of, arising out of or relating in Housing Act. The Employee waives any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstRestricted Stock Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect the Employee’s service as a director, officer or employee of the Company or any of its Subsidiaries and Affiliates, (5) claims for insurance coverage under directors’ and officers’ liability insurance policies maintained by the Company or any of its Subsidiaries or Affiliates, (6) any right the Employee may have to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omissionfailure to act for which both the Employee and the Company or any of its Subsidiaries or Affiliates are jointly responsible, in conduct or word, from (7) claims under the beginning of time up to California Fair Employment and including the effective date of this Agreement, on account of, arising out of or relating in Housing Act. The Employee waives any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect as follows: A general release does not extend to claims which that the creditor or releasing party does not know or suspect to exist in his favor at the time of executing the releaseRelease and that, which if known by him must or her, would have materially affected his settlement with the debtordebtor or released party. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect.

Waiver and Release. The Option HolderIn consideration of Rowan’s agreement to provide the benefits, on behalf of the Option Holder payments, and the Option Holder’s heirsother items described in this Agreement, executors, administrators, legal representatives, successors and assigns (the “Releasor”) you hereby fully, finally release and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, discharge the Company, Merger Sub and Parentits officers, directors, agents, servants, employees, successors, assigns, insurers, employee benefit plans and fiduciaries, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all claimsother persons, demandsfirms, covenantsorganizations and corporations, actionsfrom any and all damages, losses, causes of action, expenses, costs (including attorneys fees), costsdemands, sanctionsliabilities and claims on behalf of yourself, judgmentsyour heirs, obligationsexecutors, contractsadministrators and assigns, agreements, debts and liabilities of any kind or nature whatsoever, whether known or unknown, suspected or unsuspected, both contingent or matured (“Claims”), which you at law and in equityany time heretofore had or claimed to have or which you at any time hereafter may have or claim to have, whether sounding in arising out of tort, intentional tortstrict liability, contractmisrepresentation, fraudviolation of any regulation or law, concealmentor any cause whatsoever, breach including, without limitation, Claims based on Texas common law, Claims based on the Age Discrimination in Employment Act or any other federal or state discrimination statutes, or any and all Claims in any manner related to your employment with and/or separation from the Company, and including, without limitation Claims caused by or attributable to the sole, partial, and/or comparative negligence, fault or strict liability of the Company. Further, by accepting the payments described in this Agreement, you agree not to xxx the Company or the related persons and entities described above with respect to any matters released hereunder. Notwithstanding the foregoing release and discharge, you shall retain all rights to (i) indemnity, contribution, and directors and officers and other liability coverage that you may have under any statute, the articles and bylaws of Rowan or conspiracyby any other agreement, whether including the Indemnification Agreement by and between Rowan and you dated October 29, 2009 and as in effect on the Separation Date; (ii) bring a lawsuit to enforce the Rowan’s obligations under this Agreement; (iii) file a complaint with, providing information to, or testifying or otherwise assisting in any investigation or proceeding brought by any state, federal or local regulatory or law enforcement agency or legislative body (but you expressly waive any right to collect any damages or other personal recovery in such a proceeding), or (iv) file any Claims that are not concealed permitted to be waived or hidden, which released under the Releasor now has, ever had Fair Labor Standards Act or may in under the future have against the Releasees, by reason express provisions of any act or omissionother applicable law. You shall have 21 days to decide whether to sign this Agreement. After you have signed this Agreement, in conduct or word, from you may revoke the beginning of time up Agreement within seven days after you have signed it by delivering a written notification to me. You have notified Rowan that you have consulted an attorney about the meaning and including the effective date contents of this Agreement, including the release contained herein. You acknowledge that you have read this Agreement, have had an opportunity to ask questions and have it explained to you and that you understand that the Agreement will have the effect of knowingly and voluntarily waiving any action you might pursue, including breach of contract, personal injury, retaliation, discrimination on account ofthe basis of race, age, sex, national origin or disability and any other claims arising out of or relating in any way prior to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 date of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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 debtorAgreement.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstRestricted Stock Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect the Employee’s service as a director, officer or employee of the Company or any of its Subsidiaries and Affiliates, (5) claims for insurance coverage under directors’ and officers’ liability insurance policies maintained by the Company or any of its Subsidiaries or Affiliates, (6) any right the Employee may have to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Employee and the Company or word, from any of its Subsidiaries or Affiliates are jointly responsible or (7) claims under the beginning of time up to California Fair Employment and including the effective date of this Agreement, on account of, arising out of or relating in Housing Act. The Employee waives any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect.

Waiver and Release. The Option Holder, on behalf of the Option Holder Seller and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the ReleaseesKBK, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date their execution of this Agreement, on account ofdo hereby covenant, warrant and represent that (i) neither of them is in default and no default exists under any prior agreements or transactions with the other party hereto , (ii) Seller and KBK each releases, relinquishes and waives any and all defenses to the enforceability of any prior agreements or transactions with the other party hereto in connection therewith to which Seller or KBK may have otherwise been entitled as of the date hereof, (iii) Seller and KBK each relinquishes, waives and releases the other party hereto from any and all claims known or unknown which Seller or KBK may or might have against the other party hereto arising directly or indirectly out of or relating in from any way prior agreements or transactions between Seller and KBK, (iv) the benefit received and to be received by Seller and KBK as a result of this Agreement shall and does constitute sufficient and valuable consideration to Seller and KBK for entering into and performing their respective obligations under this Agreement, (v) the execution, delivery and performance by Seller and KBK of this Agreement and the consummation of the transaction contemplated thereby are (a) not prohibited by any indenture, contract or agreement, law or corporate or partnership documents, including, but not limited to the Options held by Bylaws and Articles of Incorporation or Certificate of Incorporation, as the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of actioncase may be, if anySeller is a corporation, arising under or Seller's partnership agreement, if Seller is a partnership, (b) duly authorized by appropriate action of Seller and KBK, and (c) legally valid and binding obligations of Seller and KBK and will continue to be such and enforceable according to their terms (except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally), (vi) that this Agreement will be executed and delivered by properly authorized officers of Seller and KBK, (vii) KBK has no obligation to continue the prior agreements or enter into this Agreement except for the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 of the Civil Code of the State of California, if applicableconsiderations herein expressed, and does so understanding (viii) the representations and acknowledging warranties set forth herein will survive the significance execution and delivery of such specific waiver of Section 1542, which states 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 debtorthis Agreement.

Waiver and Release. The Option HolderIn exchange for the payment to me of the severance benefits described in Section 2 of the Change in Control Agreement between Reliant Energy, Inc. (the "Company"), Reliant Energy Corporate Services, LLC (the "Employer") and me effective as of , (the "Agreement") and of other remuneration and consideration provided for in the Agreement (collectively, the "Benefits"), which is in addition to any remuneration or benefits to which I am already entitled, I agree not to xxx and to release and forever discharge the Company, the Employer and all of their respective parents, subsidiaries, affiliates and unincorporated divisions, and its or their respective officers, directors, agents, servants, employees, successors, assigns, insurers, employee benefit plans and fiduciaries, and agents of any of the foregoing (collectively, the "Corporate Group") from any and all damages, losses, causes of action, expenses, demands, liabilities, and claims on behalf of the Option Holder and the Option Holder’s myself, my heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not with respect to xxx, and otherwise agrees not all matters relating to enforce any claim, cause or arising out of action, right, title my employment with or interest against, separation from the Company, Merger Sub under any employee benefit plan or claims for indemnity arising as a result of my being an officer or fiduciary of the Corporate Group. The release does not apply to claims or causes of action accruing after the date hereof. I acknowledge that signing this Waiver and ParentRelease is an important legal act and that I have been advised in writing to consult an attorney prior to execution. I also understand that, in order to be eligible for the Benefits, I must sign and return this Waiver and Release to the Company's General Counsel. I acknowledge that I have been given at least 21 days to consider whether to execute this Waiver and Release. In exchange for the payment to me of the Benefits, which is in addition to any remuneration or benefits to which I am already entitled, (1) I agree not to xxx in any local, state or federal court regarding or relating in any way to my employment with or separation from the Company, the Employer or any member of the Corporate Group, and their respective affiliates, successors (2) I knowingly and assigns, voluntarily waive all claims and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, release the “Releasees”) of, Corporate Group from and with respect to any and all claims, demands, covenants, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from the Options held Company, the Employer or any member of the Corporate Group, except to the extent that my rights are vested under the terms of employee benefit plans sponsored by the Option Holder Corporate Group, rights described in the Agreement, claims for indemnity from the Corporate Group arising as a result of being an officer or fiduciary of the Corporate Group, and except with respect to such rights or claims as may arise after the date this Waiver and Release is executed. Except for the matters identified above that are not the subject of this Waiver and Release, this Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; the Texas Labor Code §21.001 et. seq.; the Texas Labor Code; the Xxxxxxxx-Xxxxx Act of 2002; claims in connection with workers' compensation or "whistle blower" statutes; and claims for breach of contract (whether currently held written or previously heldoral, expressed or implied), tort, personal injury, defamation, negligence or wrongful termination; providedand any other claims under the statutory, howeverregulatory, administrative, constitutional or common law of any nation, state, locality or any other jurisdiction. Further, I expressly represent that no promise or agreement which is not expressed in this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Option Holder Company or the Employer, as applicable, will withhold any taxes required by federal, state or local law from the Benefits otherwise payable to me. I understand that for a period of seven calendar days following the Company's receipt of this Waiver and Release executed by me, I may revoke my acceptance of the offer of the Benefits by delivering a written statement to the Company's General Counsel, by hand or by registered-mail, in which case the Waiver and Release will not become effective. In the event I revoke my acceptance of this offer, the Company and the Employer will have no obligation to provide me the Benefits. I understand that failure to revoke my acceptance of the offer within seven days after the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. I agree that the terms of this Waiver and Release are CONFIDENTIAL and that any disclosure to anyone for any purpose whatsoever except as required by law by me or my agents, representatives, heirs, spouse, employees or spokespersons will be a breach of this Waiver and Release. I agree that this Waiver and Release is valid. I agree that this Waiver and Release is fair, adequate and reasonable. I agree that my consent to this Waiver and Release was with my full knowledge and was not procured through fraud, duress or mistake. I acknowledge that payment of the Benefits is not hereby releasing an admission by any member of the Corporate Group that they engaged in any wrongful or discharging unlawful act or that any member of the Corporate Group violated any law or regulation. I understand that nothing in this Waiver and does not hereby release Release is intended to prohibit, restrict or discharge otherwise discourage me from engaging in any claimsactivity related to matters of public or employee health or safety. Similarly, demandsnothing herein is intended to prohibit, obligationsrestrict or otherwise discourage me or any other individual from making reports of unsafe, rightswrongful or illegal conduct to any agency or branch of the local, liabilities state or causes federal government, including law enforcement authorities, public utility commissions, energy regulatory commissions or any other lawful authority. I agree that if called upon to serve as a witness or consultant in or with respect to any actual or potential litigation or administrative proceeding, I will truthfully cooperate with the Company and the Employer to the full extent permitted by law. I understand and agree that in the event of actionany breach or threatened breach of the provisions of Sections 6, 7 or 8 of the Agreement by me, the Company or the Employer, in their discretion, may initiate appropriate action as provided in those Sections and may recover all lawful damages which it or they may prove by a preponderance of the evidence in accordance with the law specified in those Sections. I acknowledge that this Waiver and Release sets forth the entire understanding and agreement between me, the Company and the Employer concerning the subject matter of this Waiver and Release and supersedes any prior or contemporaneous oral and/or written agreements or representations, if any, arising under this Agreement or the Merger Agreement. In connection herewithbetween me, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 Company, the Employer or any other member of the Civil Code Corporate Group. The invalidity or enforceability of any provisions hereof shall in no way affect the State validity or enforceability of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.any other provision. Name Social Security Number Signature Date Exhibit 10.52

Waiver and Release. The Option HolderIn exchange for the consideration offered under the Severance Benefit Agreement between me and Exterran Holdings, on behalf of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns Inc. (the “ReleasorCompany”) ), dated as of December 12, 2011 (the “Agreement”), I hereby fully, finally waive all of my claims and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, release the Company, Merger Sub any affiliate, subsidiary or venture of the Company, including, but not limited to, Exterran Partners, L.P. and ParentExterran GP LLC, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each any of their respective affiliates officers, directors, employees, partners, investors, counsel or agents, their benefit plans and the fiduciaries and agents of said plans (collectively, collectively referred to as the “ReleaseesCorporate Group”) of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages. I understand that signing this Waiver and Release is an important legal act. I acknowledge that the Company has advised me in writing to consult an attorney before signing this Waiver and Release. I understand that I have at least twenty-one (21) calendar days to consider whether to sign and return this Waiver and Release to the Company by first-class mail or by hand delivery in order for it to be effective. In exchange for the consideration offered to me by the Agreement, which I acknowledge provides consideration to which I would not otherwise be entitled, I agree not to xxx or file any charges of discrimination, or any other action or proceeding with any local, state and/or federal agency or court regarding or relating in any way to the Company with respect to the claims released by me herein, and I knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held Corporate Group, except with respect to rights under the Agreement, rights under employee benefit plans or programs other than those specifically addressed in the Agreement, and such rights or claims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967, as amended, including the Older Workers Benefit Protection Act of 1990; the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990; the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; claims in connection with workers’ compensation or “whistle blower” statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Further, I expressly represent that no promise or agreement which is not expressed in the Agreement or this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Company will withhold any taxes required by law from the amount payable to me under the Agreement and that such amount shall be reduced by any monies owed by me to the Company. This Waiver and Release includes a release of claims of discrimination or retaliation on the basis of workers’ compensation status, but does not include workers’ compensation claims. Excluded from this Waiver and Release are any claims which by law cannot be waived in a private agreement between an employer and employee, including but not limited to claims under the Fair Labor Standards Act and the right to file a charge with or participate in an investigation conducted by the Option Holder Equal Employment Opportunity Commission (whether currently held “EEOC”) or previously held); providedany state or local fair employment practices agency. I waive, however, the right to any monetary recovery or other relief should the EEOC or any other agency pursue a claim on my behalf. Notwithstanding the foregoing, I do not release and expressly retain (a) all rights to indemnity, contribution, advancement of expenses and a defense, and directors and officers and other liability coverage that I may have under any statute, the Option Holder bylaws of the Company or by other agreement; and (b) the right to any unpaid reasonable business expenses and any accrued benefits payable under any Company welfare plan, tax-qualified plan or other Benefit Plans. For the avoidance of doubt, the term “Benefit Plans” includes any outstanding equity awards under an equity incentive plan, any deferred compensation plan, the Company’s Employee Stock Purchase Plan and the Company’s 401(k) plan and the Severance Payment under the Agreement is not hereby releasing eligible compensation for purposes of the Company’s 401(k) plan (and thus is not eligible for a matching contribution thereunder). Should any of the provisions set forth in this Waiver and Release be determined to be invalid by a court, agency or discharging other tribunal of competent jurisdiction, it is agreed that such determination shall not affect the enforceability of other provisions of this Waiver and does Release. I understand that for a period of seven (7) calendar days following my signing this Waiver and Release (the “Waiver Revocation Period”), I may revoke my acceptance of the offer by delivering a written statement to the Company by hand or by registered mail, addressed to the address for the Company specified in the Agreement, in which case the Waiver and Release will not hereby become effective. In the event I revoke my acceptance of this offer, the Company shall have no obligation to provide me the consideration offered under the Agreement to which I would not otherwise have been entitled. I understand that failure to revoke my acceptance of the offer within the Waiver Revocation Period will result in this Waiver and Release being permanent and irrevocable. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions, have it explained to me and had the opportunity to seek independent legal advice with respect to the matters addressed in this Waiver and Release and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin or disability and any other claims arising prior to the date of this Waiver and Release, except for those claims specifically not released by me herein. By execution of this document, I do not waive or release or discharge otherwise relinquish any claimslegal rights I may have which are attributable to or arise out of acts, demands, obligations, rights, liabilities omissions or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 events of the Civil Code Company or any other member of the State Corporate Group which occur after the date of Californiaexecution of this Waiver and Release. AGREED TO AND ACCEPTED this day of , if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.20 [NAME]

Waiver and Release. The Option HolderIn exchange for the Severance Benefits the Company will provide you under the Separation Agreement, on behalf of you release and forever discharge the Option Holder Company, any and the Option Holder’s heirsall past, executorspresent or future parents, administrators, legal representatives, successors subsidiaries and assigns affiliates (the “ReleasorTriMas Companies”) hereby fully, finally and forever releases, discharges and covenants not to xxx), and otherwise agrees any and all past, present, or future related persons or entities, including but not limited to enforce any claim, cause of action, right, title or interest against, the Company’s and the TriMas Companies’ officers, Merger Sub and Parentdirectors, and their respective affiliatesmanagers, employees, shareholders, agents, attorneys, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates specifically including without limitation TriMas Corporation (collectively, the “ReleaseesReleased Parties”) of), from and with respect to any and all actions, claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts demands and liabilities whatsoeverdamages, whether actual or potential, known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or specifically but not concealed or hiddenexclusively, which the Releasor now has, ever had you may have or may in the future claim to have against the ReleaseesReleased Parties as of the date you sign this Release including, by reason of without limitation, any act and all claims related or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way manner incidental to your employment with the Options held Company or termination of that employment relationship (“claims”) which you or your heirs, successors, executors, or other representatives may have. All such claims are forever barred by this Release regardless of the Option Holder forum in which such claims might be brought, including, but not limited to, claims (whether currently held a) under any federal, state or previously held); providedlocal law governing the employment relationship or its termination (including, howeverbut not limited to, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 Title VII of the Civil Code Rights Acts of 1964 and 1991; the Age Discrimination in Employment Act of 1967; the Americans with Disabilities Act; the Family Medical Leave Act; the Employee Retirement Income Security Act of 1974; the Rehabilitation Act; the Worker Adjustment and Retraining Notification Act; any state, local, and other federal employment laws; and any amendments to any of the State foregoing) and/or (b) under the common law for breach of Californiacontract, if applicablewrongful discharge, personal injuries and/or torts. You understand that this is a general waiver and does so understanding and acknowledging release of all claims, known or unknown, that you may have against the significance Released Parties based on any act, omission, matter, cause or thing that occurred through the date of such specific waiver your execution of Section 1542, which states as follows: A general release this Release. This Release does not extend waive claims (i) for vested rights under employee benefit plans as applicable on the date you sign this Release, (ii) that may arise after you sign this Release, (iii) which cannot be released by private agreement or (iv) to claims which enforce the creditor does not know or suspect to exist terms of the Separation Agreement, including the payment of the compensation and benefits specified in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtorExhibit B thereto.

Waiver and Release. The Option HolderBorrower and Guarantor each acknowledges and agrees that: (i) it has no claim or cause of action against Agent and/or any Lender (or any of their directors, officers, employees or agents) in connection with this Agreement, the Credit Agreement or any of the other Loan Documents; (ii) it has no offset right, counterclaim or defense of any kind against any of its obligations under the Loan Documents; and (iii) Agent and the Lenders have heretofore properly performed and satisfied in a timely manner all of their respective obligations to the Borrower and the Guarantor in connection with this Agreement, the Credit Agreement and all of the other Loan Documents. Agent, Lenders, Borrower and Guarantor desire to eliminate any possibility or implication that any past conditions, acts, omissions, events, circumstances or matters would impair or otherwise adversely affect any of Agent’s and/or Lenders’ rights, interests, contracts, collateral security or remedies. Therefore, Borrower and Guarantor unconditionally release, waive and forever discharge (A) any and all liabilities, obligations, duties, promises or indebtedness of any kind of Agent and/or the Lenders to the Borrower or the Guarantor in connection with this Agreement, the Credit Agreement or any of the other Loan Documents, except the obligations to be performed by Agent and the Lenders for the Borrower or the Guarantor as expressly stated in this Agreement, the Credit Agreement and the other Loan Documents (it being understood and agreed that Sovereign shall not have any further liabilities, obligations, duties, promises or indebtedness of any kind to Borrower or Guarantor in connection with the Credit Agreement or the other Loan Documents), and (B) all claims, offsets, causes of action, suits or defenses of any kind whatsoever (if any), whether known or unknown, which the Borrower or the Guarantor might otherwise have against Agent and/or the Lenders or any of their directors, officers, employees or agents, in either case (A) or (B), on behalf account of the Option Holder and the Option Holder’s heirsany condition, executorsact, administratorsomission, legal representativesevent, successors and assigns (the “Releasor”) hereby fullycontract, finally and forever releasesliability, discharges and covenants not to xxxobligation, and otherwise agrees not to enforce any indebtedness, claim, cause of action, rightdefense, title circumstance or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason matter of any act kind whatsoever which existed, arose or omission, occurred at any time prior to the date hereof in conduct or word, from the beginning of time up to and including the effective date of connection with this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Credit Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 any of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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 debtorother Loan Documents.

Waiver and Release. The Option HolderFor and in consideration hereof, Falla, on behalf of the Option Holder himself and the Option Holder’s his agents, heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, expressly waives any claims against and their respective releases the Company and its affiliates, subsidiaries, successors, past and present officers, directors, officers agents and employees and each of their respective affiliates (collectively, the “ReleaseesReleased Parties”) offrom all claims, causes of action or liabilities, suspected or unsuspected and irrespective of any present lack of knowledge of any possible claim or of any fact or circumstances pertaining thereto, which he may have or could claim to have against the Company or any of the Released Parties. This Waiver and Release is intended to be all encompassing, and without limitation covers all matters arising from or during the employment of Falla with the Company and/or related to his resignation from the Company. This Waiver and with respect Release includes, but is not limited to, claims of discrimination based on race, color, national origin, sex, marital status, age (including claims under the Age Discrimination in Employment Act), or physical or mental disability under any federal, state or local law, rule or regulation; claims under state or federal law governing the payment of wages; and claims under any express or implied contract or legal restrictions on the Company’s right to terminate employees; claims under any employment agreement between Falla and the Company; and any and all claims based on contract or tort law. This Waiver and Release applies to all claims that arose up through the date hereof (the only exception being a suit filed solely to challenge the validity of this release under the ADEA). Falla agrees he has been provided the opportunity to consider whether to enter into this Waiver and Release and has voluntarily chosen to enter into it on this date. Falla acknowledges that he is voluntarily executing this Waiver and Release, that he has carefully read and fully understands all aspects of this Waiver and Release, that he has not relied upon any representations or statements not set forth herein or made by the Company’s agents or representatives, that he has been advised and been provided the opportunity to consult with an attorney prior to executing this Waiver and Release. Falla further acknowledges that pursuant to applicable law, he has been offered the opportunity to review a copy of this Waiver and Release for a period of twenty-one (21) days (the “Review Period”) and that the terms and condition of this Waiver and Release have not been amended, modified, or revoked during the Review Period. Falla and the Company agree that Falla shall have seven (7) calendar days (the “Revocation Period”) following the date on which he signs this Agreement to revoke his acceptance of this Waiver and Release, and this Waiver and Release shall not become effective until the Revocation Period has expired. Falla represents that he has no lawsuits, claims or actions pending in his name, or on behalf of any other person or entity, against the Company, and also represents that he does not intend to bring any claims on his own behalf or on behalf of any other person or entity against the Company. Falla agrees that he will not act in any manner that might damage the business of the Company and further agrees that he will not knowingly counsel or assist any attorneys or their clients in the presentation or prosecution of any disputes, differences, grievances, claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known charges or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have complaints by any third party against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 of the Civil Code of the State of CaliforniaReleased Parties, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states as follows: A general release does not extend unless under a subpoena or other court order 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 debtordo so.

Waiver and Release. The Option HolderIn consideration of the benefits ------------------ outlined above, Nichols, on behalf of the Option Holder and the Option Holder’s himself, his heirs, executorsassigns and lxxxx xxpresentatives, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally releases and forever releasesdischarges the Company and its officers, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers insurers and employees and each of their respective affiliates (collectively, the “Releasees”) of, employee benefit plans from and with respect to any and all claims, demands, covenants, actionsdamages, causes of actionaction or suits of whatever type under any state, feesfederal or local laws, costsincluding, sanctionsbut not limited to, judgmentsthe Age Discrimination in Employment Act and other laws prohibiting employment discrimination, obligations, contracts, agreements, debts as well as claims at common law or equity and liabilities whatsoever, in contract or in tort and whether known or unknown, suspected or unsuspectedthat Nichols may have, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever has had or may in the future have against the Releasees, by reason acquire of any act or omission, in conduct or word, from whatever naxxxx xxom the beginning of time up to and including the effective date of this AgreementAgreement or through the end of the period of Consultancy based upon any known or unknown fact, on account of, arising out condition or incident occurring through the date of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 end of the Civil Code period of Consultancy including any fact or event related to Nichols' employment or separation from employment with xxx Xxxpany. Nichols agrees not to make any claim for damages or perxxxxx xecovery by administrative charge, lawsuit or other proceeding related to any of the State above and will not seek or accept money damages or personal relief upon the filing of Californiaany administrative claim or judicial charge or claims. If any party brings any claim or action which is contrary to the above release, if applicable, then the party defendant to that action shall be entitled to reimbursement for costs and does so understanding and acknowledging attorneys' fees incurred in the significance of such specific waiver of Section 1542, which states as follows: A general defense thereof. This release does not extend discharge the Company from obligations that it otherwise has under this Agreement and the Company's employee benefit and compensation plans for benefits accrued to Nichols. Nichols acknowledges that by signing thix Xxxxxment, he xxxxxx all claims which arising under the creditor does not know or suspect to exist Age Discrimination in his favor at the time Employment Act of executing the release, which if known by him must have materially affected his settlement with the debtor.1967 (ADEA) and that:

Waiver and Release. The Option Holder, on behalf In exchange for the payment to me of the Option Holder Retention Benefit described in Section 2 of the Retention Agreement between the Company and me, effective as of October 24, 2013 (the Option Holder’s heirs“Agreement”), executorswhich I understand is incorporated herein by reference, administratorswhich is in addition to any remuneration or benefits to which I am already entitled, legal representativesI agree to waive all of my claims against and release (i) OGE Energy Corp. and its predecessors, successors and assigns (collectively referred to as the “ReleasorCompany”), (ii) hereby fullyall of the affiliates (including, finally but not limited to, OGE Enogex Holdings LLC, Enable Intrastate Holdings II LLC, Enable Oklahoma Intrastate LLC, Enable Gathering and forever releasesProcessing LLC, discharges Enable Energy Resources LLC, Enable Atoka LLC, Enable Gas Gathering LLC, Enable Products LLC, Atoka Midstream LLC, Xxxxx Xxxxx Gas Gathering, LLC and covenants not to xxx, and otherwise agrees not to enforce any claim, cause all wholly or partially owned subsidiaries) of action, right, title or interest against, the Company, Merger Sub and Parent, Company and their respective affiliatespredecessors, successors and assignsassigns (collectively referred to as the “Company Affiliates”) and (iii) the Company’s and Company Affiliates’ directors and officers, and their respective past and present directors, officers and employees and each agents, insurers, employee benefit plans and the fiduciaries and agents of their respective affiliates the foregoing (collectively, with the Company and Company Affiliates, referred to as the “ReleaseesCorporate Group”) of, from and with respect to any and all claims, demands, covenantsactions, liabilities and damages arising out of or relating in any way to my employment with or separation from the Company or the Company Affiliates. All payments under the Agreement are voluntary and are not required by any legal obligation other than the Agreement itself. I understand that signing this Waiver and Release is an important legal act. I understand that I shall have 50 days to decide whether to sign this Waiver and Release and be bound by its terms. I understand that, in order to be eligible for the Retention Benefit under the Agreement, I must sign and return this Waiver and Release to J. Xxxxx Xxxx, Deputy General Counsel and Corporate Secretary, Enable Midstream Partners, LP, One Leadership Square, 000 Xxxxx Xxxxxxxx Xxxxxx, Suite 950, Oklahoma City, Oklahoma 73102. I further understand that I have the right to revoke or cancel this Waiver and Release within seven days after I have signed it. This cancellation or revocation can be accomplished by delivery of a written notification to Xx. Xxxx (at the foregoing address). In the event that this Waiver and Release is canceled or revoked, the Company shall have no obligation to furnish the payment described in this Waiver and Release. I acknowledge that I have been advised in writing to consult with an attorney prior to signing this Waiver and Release and have had an adequate opportunity to seek advice of my own choosing. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions and have it explained to me and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, gender, national origin, religion, veteran status, or disability and any other claims arising prior to the date of this Waiver and Release. I acknowledge that I have been given at least 50 days to consider whether to execute this Waiver and Release. In exchange for the payment to me of the Retention Benefit pursuant to the Agreement, which is in addition to any remuneration or benefits to which I am already entitled, (1) I agree not to xxx in any local, state and/or federal court or to file a grievance regarding or relating in any way to my employment with or separation from the Company or the Company Affiliates, and (2) I knowingly and voluntarily waive all claims and release the Corporate Group from any and all claims, demands, actions, causes of actionliabilities, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoeverdamages, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to my employment with or separation from the Options held Company or the Company Affiliates, except to the extent that my rights are vested under the terms of employee benefit plans sponsored by the Option Holder Company or the Company Affiliates and except with respect to such rights or claims as may arise after the date this Waiver and Release is executed. This Waiver and Release includes, but is not limited to, claims and causes of action under: Title VII of the Civil Rights Act of 1964, as amended (whether currently held or previously held“Title VII”); providedthe Age Discrimination in Employment Act of 1967, howeveras amended, including the Older Workers Benefit Protection Act of 1990 (“ADEA”); the Civil Rights Act of 1866, as amended; the Civil Rights Act of 1991; the Americans with Disabilities Act of 1990 (“ADA”); the Energy Reorganization Act, as amended, 42 U.S.C. § 5851; the Workers Adjustment and Retraining Notification Act of 1988; the Pregnancy Discrimination Act of 1978; the Employee Retirement Income Security Act of 1974, as amended; the Family and Medical Leave Act of 1993; the Fair Labor Standards Act; the Occupational Safety and Health Act; Executive Order 11246, the Oklahoma Anti-Discrimination Act, the Oklahoma Minimum Wage Act, retaliation claims under the Oklahoma Workers’ Compensation Act and the Oklahoma Civil Rights Act or any state or federal anti-discrimination, consumer protection and/or trade practices act, and all amendments to each such Act as well as the regulations issued thereunder; claims in connection “whistle blower” statutes; and/or contract, tort, defamation, slander, wrongful termination or any other state or federal regulatory, statutory or common law. Further, I expressly represent that no promise or agreement which is not expressed in the Agreement or this Waiver and Release has been made to me in executing this Waiver and Release, and that I am relying on my own judgment in executing this Waiver and Release, and that I am not relying on any statement or representation of any member of the Corporate Group or any of their agents. I agree that this Waiver and Release is valid, fair, adequate and reasonable, is with my full knowledge and consent, was not procured through fraud, duress or mistake and has not had the effect of misleading, misinforming or failing to inform me. I acknowledge and agree that the Option Holder Company will withhold any taxes required by federal or state law from the Retention Benefit otherwise payable to me and that the Retention Benefit otherwise payable to me shall be reduced by any monies owed by me to the Company (or a Company Affiliate), including, but not limited to, any overpayments made to me by the Company (or a Company Affiliate) and the balance of any loan by the Company (or a Company Affiliate) to me that is outstanding at the time that the Retention Benefit is paid. I acknowledge that payment of the Retention Benefit pursuant to the Agreement is not hereby releasing an admission by any member of the Corporate Group that they engaged in any wrongful or discharging unlawful act or that any member of the Corporate Group violated any federal or state law or regulation. I understand that nothing herein is intended to prohibit, restrict or otherwise discourage me or any other individual from making reports of unsafe, wrongful or illegal conduct to any agency or branch of the local, state or federal government, including law enforcement authorities, public utility commissions, energy regulatory commissions, the SEC, the CFTC, or any other lawful authority. I acknowledge that no member of the Corporate Group has promised me continued employment or represented to me that I will be rehired in the future. I acknowledge that my employer and I contemplate an unequivocal, complete and final dissolution of my employment relationship. I acknowledge that this Waiver and Release does not create any right on my part to be rehired by any member of the Corporate Group and I hereby release waive any right to future employment by any member of the Corporate Group. I have returned or discharge I agree that I will return immediately, and maintain in strictest confidence and will not use in any claimsway, demandsany confidential and proprietary business information or other nonpublic information or documents relating to the business and affairs of the Corporate Group. For the purposes of this Waiver and Release, obligations“confidential and proprietary business information” shall mean any information concerning any member of the Corporate Group or their business which I learn or develop during my employment and which is not generally known or available outside of the Corporate Group. Such information, rightswithout limitation, liabilities includes information, written or causes otherwise, regarding any member of actionthe Corporate Group’s earnings, expenses, material sources, equipment sources, customers and prospective customers, business plans, strategies, practices and procedures, prospective and executed contracts and other business arrangements. I acknowledge and agree that all records, papers, reports, computer programs, strategies, documents (including, without limitation, memoranda, notes, files and correspondence), opinions, evaluations, inventions, ideas, technical data, products, services, processes, procedures, and interpretations that are or have been produced by me or any employee, officer, director, agent, contractor, or representative of any member of the Corporate Group, whether provided in written or printed form, or orally, all comprise confidential and proprietary business information. I agree that for a period of one year following my termination with the Corporate Group that I will not: (a) solicit, encourage or take any action that is intended, directly or indirectly, to induce any other employee of the Corporate Group to terminate employment with the Corporate Group; (b) interfere in any manner with the contractual or employment relationship between the Corporate Group and any other employee of the Corporate Group; and (c) use any confidential information to directly, or indirectly, solicit any customer of the Corporate Group. I understand and agree that in the event of any breach of the provisions of this paragraph, or threatened breach, by me, any member of the Corporate Group may, in their discretion, discontinue any or all payments provided for in the Agreement and recover any and all payments already made and any member of the Corporate Group shall be entitled to apply to a court of competent jurisdiction for such relief by way of specific performance, restraining order, injunction or otherwise as may be appropriate to ensure compliance with these provisions. Should I be contacted or served with legal process seeking to compel me to disclose any such information, I agree to notify J. Xxxxx Xxxx, Deputy General Counsel and Corporate Secretary (at the address provided above) immediately, in order that the Corporate Group may seek to resist such process if they so choose. If I am called upon to serve as a witness or consultant in or with respect to any potential litigation, litigation, arbitration, or regulatory proceeding, I agree to cooperate with the Corporate Group to the full extent permitted by law, and the Corporate Group agrees that any such call shall be with reasonable notice, shall not unnecessarily interfere with my later employment, and shall provide for payment for my time and costs expended in such matters. Should any of the provisions set forth in this Waiver and Release be determined to be invalid by a court, agency or other tribunal of competent jurisdiction, it is agreed that such determination shall not affect the enforceability of other provisions of this Waiver and Release. I acknowledge that this Waiver and Release and the Agreement set forth the entire understanding and agreement between me and the Company or any other member of the Corporate Group concerning the subject matter of this Waiver and Release and supersede any prior or contemporaneous oral and/or written agreements or representations, if any, arising between me and the Company or any other member of the Corporate Group. I understand that for a period of 7 calendar days following the date I sign this Waiver and Release, I may revoke my acceptance of the offer in which case the Waiver and Release will not become effective. In the event I revoke my acceptance of this offer, I shall not be entitled to the Retention Benefit under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 I understand that failure to revoke my acceptance of the Civil Code offer within 7 calendar days following the date I sign this Waiver and Release will result in this Waiver and Release being permanent and irrevocable. I acknowledge that I have read this Waiver and Release, have had an opportunity to ask questions and have it explained to me and that I understand that this Waiver and Release will have the effect of knowingly and voluntarily waiving any action I might pursue, including breach of contract, personal injury, retaliation, discrimination on the basis of race, age, sex, national origin, religion, veterans status, or disability and any other claims arising prior to the date of this Waiver and Release. By execution of this document, I do not waive or release or otherwise relinquish any legal rights I may have which are attributable to or arise out of acts, omissions, or events of any member of the State Corporate Group which occur after the date of California, if applicable, the execution of this Waiver and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states 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.Release. Employee's Printed Name Corporate Group's Representative Employee's Signature Corporate Group's Execution Date Employee's Signature Date Employee's Social Security Number

Waiver and Release. The Option Holder3.1 In exchange for the consideration described in Section 2 above, on behalf Xx. Xxxxx unconditionally, irrevocably and absolutely releases and discharges Anadys, and any parent and subsidiary corporations, divisions and affiliated corporations, partnerships or other affiliated entities of the Option Holder Anadys, past and the Option Holder’s heirspresent, executorsas well as Anadys’ employees, administratorsofficers, legal representativesdirectors, agents, insurers, attorneys, predecessors, successors and assigns (the collectively, “ReleasorReleased Parties”) hereby fully), finally from any and forever releasesall claims, discharges liabilities and covenants not obligations (excluding indemnification obligations pursuant to xxxAnadys’ certificate of incorporation and bylaws or that certain Indemnity Agreement, dated November 20, 2006, by and between Xx. Xxxxx and Anadys, and otherwise agrees excluding rights under Anadys’ directors and officers insurance policies) both known or unknown, that arise out of or are related in any way to the events, acts, conduct, omissions, transactions or occurrences occurring prior to Xx. Xxxxx signing this Separation Agreement and Release, to the fullest extent permitted by law, including, but not limited to: (1) all claims arising out of or in any way related to enforce Xx. Xxxxx’x employment with Anadys or the termination of that employment; (2) all claims related to Xx. Xxxxx’x compensation or benefits from Anadys, including, but not limited to, salary, bonuses, commissions, vacation pay, expense reimbursements, severance pay, fringe benefits, stock, stock options, or any claimother ownership interests in the Company; (3) all claims for breach of contract, cause wrongful termination, and breach of actionthe implied covenant of good faith and fair dealing; (4) all tort claims, rightincluding, title but not limited to, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (5) all federal, state, and local statutory claims, including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees, or interest againstother claims arising under the federal Civil Rights Act of 1964 (as amended), the Companyfederal Americans with Disabilities Act of 1990, Merger Sub and Parentthe federal Age Discrimination in Employment Act of 1967 (as amended) (“ADEA”), and their respective affiliatesthe California Fair Employment and Housing Act (as amended); provided, successors and assignshowever, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and that with respect to Anadys’ agents, insurers and attorneys, the release in this Section 3.1 shall be limited to claims, liabilities and obligations that arose out of or are connected to Xx. Xxxxx’x employment with Anadys. In further consideration for Xx. Xxxxx’x agreement to the waiver and release terms of this Separation Agreement and Release, the Company unconditionally, irrevocably and absolutely releases and forever discharges Xx. Xxxxx from any and all claims, demands, covenants, actionsgrievances, causes of action, feessuits of any kind, costs, sanctions, judgments, liabilities and obligations, contracts, agreements, debts and liabilities whatsoever, whether both known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statutearising out of, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the Releasees, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewithconnected with, the Option Holder expressly waives dealings between the parties to date, including Xx. Xxxxx’x employment relationship and relinquishes its termination and any and all rights and benefits afforded by Section 1542 of the Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states as follows: A general release does not extend to tort 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 debtorrelated thereto.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstPerformance Share Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee's employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect to the Employee's service as a director, officer or employee of the Company or any of its Subsidiaries and all claimsAffiliates, demands, covenants, actions, causes (5) claims for insurance coverage under directors' and officers' liability insurance policies maintained by the Company or any of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known its Subsidiaries or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statuteAffiliates, or conspiracy, whether or not concealed or hidden, which (6) any right the Releasor now has, ever had or Employee may have to obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Employee and the Company or word, from the beginning any of time up to its Subsidiaries or Affiliates are jointly responsible. The Employee waives any and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect.

Waiver and Release. The Option Holder, on behalf of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, the Company, Merger Sub and Parent, and their respective affiliates, successors and assigns, and their respective past and present directors, officers and employees and each of their respective affiliates (collectively, the “Releasees”) of, from and with respect to any and all claims, demands, covenants, actions, causes of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statute, or conspiracy, whether or not concealed or hidden, which the Releasor now has, ever had or may in the future have against the ReleaseesSeller, by reason of any act or omission, in conduct or word, from the beginning of time up to and including the effective date its execution of this Agreement, on account ofdoes hereby covenant, warrant and represent that (i) Seller is not in default and no default exists under any prior agreements or transactions with Purchaser, (ii) Seller releases, relinquishes and waives any and all defenses to the enforceability of any prior agreements or transactions with Purchaser in connection therewith to which Seller may have otherwise been entitled as of the date hereof, (iii) Seller relinquishes, waives and releases Purchaser from any and all claims known or unknown which Seller may or might have against Purchaser arising directly or indirectly out of or relating in from any way prior agreements or transactions between Seller and Purchaser, (iv) the benefit received and to be received by Seller as a result of this Agreement shall and does constitute sufficient and valuable consideration to Seller for entering into and performing its obligations under this Agreement, (v) the execution, delivery and performance by Seller of this Agreement and the consummation of the transaction contemplated thereby are (a) not prohibited by any indenture, contract or agreement, law or corporate or partnership documents, including, but not limited to the Options held by Bylaws and Articles of Incorporation or Certificate of Incorporation, as the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of actioncase may be, if anySeller is a corporation, arising under or Seller's partnership agreement, if Seller is a partnership, (b) duly authorized by appropriate action of Seller, and (c) legally valid and binding obligations of Seller and will continue to be such and enforceable against the Seller according to their terms (except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally), (vi) that this Agreement will be executed and delivered by properly authorized officers of Seller, (vii) Purchaser has no obligation to continue the prior agreements or enter into this Agreement except for the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by Section 1542 of the Civil Code of the State of California, if applicableconsiderations herein expressed, and does so understanding (viii) the representations and acknowledging warranties set forth herein will survive the significance execution and delivery of such specific waiver of Section 1542, which states 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 debtorthis Agreement.

Waiver and Release. The Option Holder, on behalf In consideration for the granting of the Option Holder and the Option Holder’s heirs, executors, administrators, legal representatives, successors and assigns (the “Releasor”) hereby fully, finally and forever releases, discharges and covenants not to xxx, and otherwise agrees not to enforce any claim, cause of action, right, title or interest againstRestricted Stock Units, the Company, Merger Sub Employee hereby waives any and Parent, all claims whether known or unknown that the Employee may have against the Company and its Subsidiaries and Affiliates and their respective affiliates, successors and assigns, and their respective past and present directors, officers and officers, shareholders, agents or employees and each of their respective affiliates (collectively, the “Releasees”) arising out of, from in connection with or related to the Employee’s employment, except for (1) claims under this Agreement, (2) claims that arise after the date hereof and obligations that by their terms are to be performed after the date hereof, (3) claims for compensation or benefits under any compensation or benefit plan or arrangement of the Company and its Subsidiaries and Affiliates, (4) claims for indemnification respecting acts or omissions in connection with respect to the Employee’s service as a director, officer or employee of the Company or any of its Subsidiaries and all claimsAffiliates, demands, covenants, actions, causes (5) claims for insurance coverage under directors’ and officers’ liability insurance policies maintained by the Company or any of action, fees, costs, sanctions, judgments, obligations, contracts, agreements, debts and liabilities whatsoever, whether known its Subsidiaries or unknown, suspected or unsuspected, both at law and in equity, whether sounding in tort, intentional tort, contract, fraud, concealment, breach of statuteAffiliates, or conspiracy, whether or not concealed or hidden, which (6) any right the Releasor now has, ever had or Employee may have to obtain contribution in the future have event of the entry of judgment against the Releasees, by reason Company as a result of any act or omission, in conduct failure to act for which both the Employee and the Company or word, from the beginning any of time up to its Subsidiaries or Affiliates are jointly responsible. The Employee waives any and including the effective date of this Agreement, on account of, arising out of or relating in any way to the Options held by the Option Holder (whether currently held or previously held); provided, however, that the Option Holder is not hereby releasing or discharging and does not hereby release or discharge any claims, demands, obligations, rights, liabilities or causes of action, if any, arising under this Agreement or the Merger Agreement. In connection herewith, the Option Holder expressly waives and relinquishes all rights and benefits afforded by under the laws of any state (expressly including but not limited to Section 1542 of the California Civil Code of the State of California, if applicable, and does so understanding and acknowledging the significance of such specific waiver of Section 1542Code), which states is substantially similar in wording or effect 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 releaseRelease, which if known by him must have materially affected his settlement with the debtor.. This waiver specifically includes all claims under the Age Discrimination in Employment Act of 1967, as amended. The Employee acknowledges that the Employee (a) has been advised to consult an attorney in connection with entering into this Agreement; (b) has 21 days to consider this waiver and release; and (c) may revoke this waiver and release within seven days of execution upon written notice to Legal Counsel, Employment and Labor, Law Department, Unum Group, 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000. The waiver and release will not become enforceable until the expiration of the seven-day period. If the waiver and release is revoked during such seven-day period, the grant shall be void and of no further effect. 883468v1 (US – 2/15) 5