Common use of Acknowledgments and Affirmations Clause in Contracts

Acknowledgments and Affirmations. Employee affirms that Employee has not filed, caused to be filed, or presently is a party to any claim against the Company. Employee also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked as of the date Employee signs this Agreement and has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits which are due and payable as of the date Employee signs this Agreement. Employee also affirms that Employee has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all leave to which Employee was entitled under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. Employee further affirms that Employee has no known workplace injuries or occupational diseases. Employee also affirms that Employee has not divulged any Personal Health Information (“PHI”), proprietary or confidential information of the Company and will continue to maintain the confidentiality of such information consistent with HIPAA, the Company’s policies and Employee’s agreement(s) with the Company and/or common law. If Employee placed any PHI or confidential or proprietary information on Employee’s personal computer, phone, or electronic data storage device which was not returned to the Company, Employee will tender the device to the Company for removal of the information. Employee further affirms that Employee has not been retaliated against for reporting any allegations of wrongdoing by the Company or its officers, including any allegations of corporate fraud. Employee affirms that all of Company’s decisions regarding Employee's pay and benefits through the date of Employee's execution of this Agreement were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law. Employee affirms that all of Company’s decisions regarding Employee's pay and benefits through the date of Employee's Separation Date were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law.

Appears in 1 contract

Samples: Severance and Release Agreement (MusclePharm Corp)

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Acknowledgments and Affirmations. Employee affirms that Employee has not filed, caused to be filed, or presently is a party to any claim against the CompanyEmployer in any forum whatsoever. In the event that any such claim, charge, complaint or action is or has been filed arising out of any conduct, act or omission through the date of Employee’s execution of this Agreement, Employee shall take all necessary steps to withdraw such ~3~ claim, charge, complaint or action, with prejudice, and shall not be entitled to recover any relief or damages therefrom, including costs and attorney’s fees. Except as provided for in this Agreement or excepted by Section 2, Employee also affirms that if that: (i) Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked as of the date Employee signs this Agreement and has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits which are due and payable as of the date Employee signs this Agreement. Employee also affirms ; (ii) that Employee has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all granted any leave to which Employee was entitled under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. Employee also affirms that Employee has not divulged any proprietary or confidential information of the Employer and will continue to maintain the confidentiality of such information consistent with the Employer’s policies, this Agreement and any other agreement(s) with the Employer and/or common law. Employee further affirms that Employee has no known workplace injuries or occupational diseases. Employee also affirms that Employee has not divulged any Personal Health Information (“PHI”), proprietary or confidential information of the Company and will continue to maintain the confidentiality of such information consistent with HIPAA, the Company’s policies and Employee’s agreement(s) with the Company and/or common law. If Employee placed any PHI or confidential or proprietary information on Employee’s personal computer, phone, or electronic data storage device which was not returned to the Company, Employee will tender the device to the Company for removal of the information. Employee further affirms that Employee has not been retaliated against for reporting any allegations of wrongdoing by the Company Employer or its officers, including any allegations of corporate fraud. Employee affirms that all of Company’s decisions regarding Employee's pay and benefits through the date of Employee's execution of this Agreement were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law. Employee affirms that all of Company’s decisions regarding Employee's pay and benefits through the date of Employee's Separation Date were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law.

Appears in 1 contract

Samples: Separation Agreement and General Release (Balchem Corp)

Acknowledgments and Affirmations. Employee affirms that Employee has not filed, caused to be filed, or and is not presently is a party to to, any claim claim, charge, action or other legal proceeding against the Company. Employee also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked Releasees in any forum or form as of the date of execution of this Agreement. Employee signs this Agreement and affirms that Employee has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits which are due and payable as of the date Employee signs this Agreement. Employee also affirms that Employee has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all granted any leave to which Employee was entitled under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. Employee further affirms that Employee has no known workplace injuries or occupational diseases. Employee affirms that Employee has returned all of Innodata’s property, documents, and/or confidential information in Employee’s possession or control. Employee also affirms that Employee is in possession of all of Employee’s property that Employee had at Innodata’s premises and that Innodata is not in possession of any of Employee’s property. Employee affirms that Employee has not divulged any Personal Health Information (“PHI”), proprietary or confidential information of the Company Innodata, its affiliates, subsidiaries or clients and will continue to maintain the confidentiality of such information consistent with HIPAA, the CompanyInnodata’s policies and Employee’s agreement(s) with the Company Innodata and/or common law. If Employee placed any PHI or confidential or proprietary information on Employee’s personal computer, phone, or electronic data storage device which was not returned to the Company, further affirms that Employee will tender the device to the Company has provided Innodata with a list of all user names and passwords used by Employee in connection with Employee performing services for removal of the informationInnodata. Employee further affirms that Employee has not been retaliated against for reporting any allegations of wrongdoing by the Company or Innodata, its officers, or any other Releasee identified in this Agreement, including any allegations of corporate fraud. Employee affirms that all of CompanyInnodata’s decisions regarding Employee's pay and benefits through the date of Employee's execution of this Agreement were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law. Employee affirms that all of Company’s decisions regarding Employee's pay and benefits through the date of Employee's Separation Date were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law.

Appears in 1 contract

Samples: Separation Agreement and General Release (Innodata Inc)

Acknowledgments and Affirmations. Employee affirms that Employee has not filed, caused to be filed, or presently is a party to any claim against the CompanyThe Pantry or any Releasee in any form or forum. Employee also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked as of the date Employee signs this Agreement and has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits to which Employee may be entitled. Employee acknowledges that The Pantry’s obligations under this Separation Agreement are due in full discharge of any and payable as all of the date company’s obligations to Employee signs this of any type whatsoever, whether oral or in writing, including, without limitation, any claims or obligations pursuant to the Employment Agreement. Employee also affirms that Employee has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all granted any leave to which Employee was entitled under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. Employee further affirms that Employee has no known workplace injuries or occupational diseases. Employee also affirms that Employee has not divulged any Personal Health Information (“PHI”), proprietary or confidential information of the Company The Pantry and will continue to maintain the confidentiality of such information consistent with HIPAA, the CompanyThe Pantry’s policies and Employee’s agreement(s) with the Company The Pantry and/or common law. If Employee placed any PHI or confidential or proprietary information on Employee’s personal computer, phone, or electronic data storage device which was not returned to the Company, Employee will tender the device to the Company for removal of the information. Employee further affirms that Employee has not been retaliated against for reporting any allegations of wrongdoing by the Company The Pantry or its officers, including any allegations of corporate fraud. Both Parties acknowledge that this Agreement does not limit either party’s right, where applicable, to file or participate in an investigative proceeding of any federal, state or local governmental agency. To the extent permitted by law, Employee agrees that if such an administrative claim is made, Employee shall not be entitled to recover any individual monetary relief or other individual remedies. Employee affirms that all of CompanyThe Pantry’s decisions regarding Employee's pay and benefits through the date of Employee's execution of this Agreement were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law. Employee affirms that all of Company’s decisions regarding Employee's pay and benefits through the date of Employee's Separation Date were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law.

Appears in 1 contract

Samples: Separation Agreement (Pantry Inc)

Acknowledgments and Affirmations. Employee affirms that Employee has not filed, caused to be filed, or presently is a party to any claim against the CompanyEmployer. Nothing in this Agreement or these Affirmations is intended to impair Employee’s rights under whistleblower laws or cause Employee to disclose Employee’s participation in any governmental whistleblower program or any whistleblowing statute(s) or regulation(s) allowing for anonymity. Employee also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked as of the date Employee signs this Agreement and has been paid and/or has received all compensation, wages, bonuses, commissions, paid sick leave, predictability pay, and/or benefits which are due and payable as of the date Employee signs this Agreement. Employee also affirms that , and Employee has been paid reimbursed for all necessary expenses or losses incurred by Employee within the scope of Employee’s accrued, unused vacation, paid time off and personal daysemployment. Employee further affirms that Employee has been reimbursed submitted expense reports for all necessary expenses or losses incurred by Employee incurred in performing within the scope of Employee’s duties or in following employment for any period up to and including the Company’s directionsdate Employee signs this Agreement. Employee affirms that the Company Employee has made available all been granted any leave to which Employee was entitled under the Family and Medical Leave Act or related and state or and local leave or and disability accommodation laws. Employee further affirms that Employee has no known or unreported workplace injuries or occupational diseases. Employee also affirms that Employee has not divulged any Personal Health Information (“PHI”), proprietary or confidential information of the Company Employer and will continue to maintain the confidentiality of such information consistent with HIPAA, the CompanyEmployer’s policies and Employee’s agreement(s) with the Company Employer and/or common law, including but not limited to those contained in Section 7 of that certain Employment Agreement, effective as of September 5, 2017, as such agreement may have been amended (the “Confidentiality Agreement”). If Under the federal Defend Trade Secrets Act of 2016, Employee placed shall not be held criminally or civilly liable under any PHI federal or confidential state trade secret law for the disclosure of a trade secret that: (a) is made (i) in confidence to a federal, state, or proprietary information on local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (b) is made to Employee’s personal computerattorney in relation to a lawsuit against Employer for retaliation against Employee for reporting a suspected violation of law; or (c) is made in a complaint or other document filed in a lawsuit or other proceeding, phone, or electronic data storage device which was not returned to the Company, Employee will tender the device to the Company for removal of the informationif such filing is made under seal. Employee further affirms that Employee has not been retaliated against for reporting reported internally to Employer any allegations of wrongdoing by the Company Employer or its officers, including any allegations of corporate fraud, and Employee has not been retaliated against for reporting or objecting to any such allegations internally to Employer. Employee affirms that all agrees to reasonably cooperate with Employer in regard to the transition of Companybusiness matters handled by Employee during Employee’s decisions regarding Employee's pay employment with Employer and benefits through the date of Employee's execution of this Agreement were not discriminatory based on age, disability, race, color, sex, religion, national origin in regard to any litigation brought by or any other classification protected by lawagainst Employer. Employee affirms agrees to refrain from making statements that all of Company’s decisions regarding Employee's pay and benefits through are maliciously disparaging or defamatory about Releasees, or Releasees’ customers, suppliers, or vendors, including but not limited to communications on social media websites such as Facebook, Twitter, LinkedIn, or Glassdoor on blogs, by text or email or other electronic means. Employee shall not apply in the date of Employee's Separation Date were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by lawfuture for employment with Employer.

Appears in 1 contract

Samples: Separation Agreement and General Release (Photronics Inc)

Acknowledgments and Affirmations. Employee affirms that Employee has not filed, caused to be filed, or presently is a party to any claim against any Releasee. Employee also represents and warrants that there has been no assignment or other transfer of any interest in any claim by Employee that is covered by the Companyrelease set forth in Section 4(a). Employee also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked as of the date Employee signs this Agreement and has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits which are due and payable as of the date Employee signs this Agreement. Employee also affirms that Employee has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all granted any leave to which Employee was entitled under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. Employee further affirms that Employee has no known workplace injuries or occupational diseases. Employee also affirms that Employee has not divulged any Personal Health Information (“PHI”), proprietary or confidential information of the Company and will continue to maintain the confidentiality of such information consistent with HIPAA, the Company’s policies and Employee’s agreement(s) with the Company and/or common law. If Employee placed any PHI or confidential or proprietary information on Employee’s personal computer, phone, or electronic data storage device which was not returned to the Company, Employee will tender the device to the Company for removal of the information. Employee further affirms that Employee has not been retaliated against for reporting any allegations of wrongdoing by the Company or its officers, including any allegations of corporate fraud. Employee affirms that all of the Company’s decisions regarding Employee's ’s pay and benefits through the date of Employee's ’s execution of this Agreement were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law. Employee The Parties have previously entered into an indemnification agreement for the benefit of Executive, effective February 14, 2005 (the “Indemnification Agreement”), a copy of which has previously been provided to Executive. The Company affirms that all it will continue to comply with its obligations under the Indemnification Agreement, and acknowledges and agrees that any such indemnification obligations shall cover the Employee’s consulting services provided to, or on behalf of, the Company following the Retirement Date. For avoidance of Company’s decisions regarding Employee's pay and benefits through the date doubt, no provisions of this Agreement shall be construed as a waiver, modification or reduction of Employee's Separation Date were not discriminatory based on agerights to exculpation, disabilityinsurance, race, color, sex, religion, national origin indemnification or any other classification protected by lawexpense reimbursement or advancement as provided under the Indemnification Agreement.

Appears in 1 contract

Samples: Executive Retirement Agreement (Health Care Reit Inc /De/)

Acknowledgments and Affirmations. Employee affirms that Employee has not filed, caused to be filed, or presently is a party to any claim against the CompanyReleasees. Employee also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked as of the date Employee signs this Agreement and has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits which are due and payable as of the date Employee signs this Agreement. Employee also affirms and agrees that his separation from employment was a voluntary resignation and that it does not constitute a resignation by him for Good Reason as Good Reason is defined in the RSU Agreement. Employee acknowledges that, to the extent set forth Paragraph 5 above, this Agreement contains a release of any and all claims Employee may have under the Massachusetts Wage Act and that this Agreement is intended to resolve any and all disputes related to wages, commissions, or other compensation. Employee affirms that Employee has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all granted any leave to which Employee was entitled from Employer under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. Employee further affirms that Employee has no known workplace injuries or occupational diseases. Employee also affirms that Employee has not divulged any Personal Health Information (“PHI”)financial, proprietary or confidential information of the Company Employer and will continue to maintain the confidentiality of such information consistent with HIPAAEmployer’s policies, the Company’s policies and Employee’s agreement(s) with the Company Employer and/or any applicable common law. If As noted above, this Agreement does not limit Employee placed from providing any PHI or confidential or proprietary information on Employee’s personal computer, phone, or electronic data storage device which was not returned documents to the Company, Employee will tender the device to the Company for removal U.S. Securities and Exchange Commission as part of the informationa whistleblower action and/or a report of possible violations of any federal securities law. Employee further affirms that Employee has not been retaliated against for reporting any allegations of wrongdoing by the Company Employer, its officers or its officersany other Releasees identified in this Agreement, including any allegations of corporate fraud. Employee affirms that all of Company’s decisions regarding Employee's pay and benefits through the date of Employee's execution of this Agreement were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law. Employee affirms that all of Company’s decisions regarding Employee's pay and benefits through the date of Employee's Separation Date were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law.

Appears in 1 contract

Samples: Separation Agreement and General Release (Byrna Technologies Inc.)

Acknowledgments and Affirmations. Employee affirms that Employee has not filed, caused to be filed, or presently is a party to any claim against the CompanyEKR Therapeutics, Inc. or any Released Party. Employee also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked as of the date Employee signs this Agreement and has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits to which are due and payable as of the date Employee signs this Agreementmay be entitled. Employee also affirms that Employee has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all granted any leave to which Employee was entitled under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. Employee further affirms that Employee has no known workplace injuries or occupational diseases. Employee also affirms that Employee has not divulged any Personal Health Information (“PHI”), proprietary or confidential information of the Company EKR Therapeutics, Inc. and will continue to maintain the confidentiality of such information consistent with HIPAAEKR Therapeutics, the CompanyInc.’s policies and Employee’s agreement(s) with the Company EKR Therapeutics, Inc. and/or common law. If Employee placed any PHI or confidential or proprietary information on Employee’s personal computer, phone, or electronic data storage device which was not returned to the Company, Employee will tender the device to the Company for removal of the information. Employee further affirms that Employee has not been retaliated against for reporting any allegations of wrongdoing by the Company EKR Therapeutics, Inc. or its officers, including any allegations of corporate fraud. Employee affirms that all of CompanyEKR Therapeutics, Inc.’s decisions regarding Employee's ’s pay and benefits through the date of Employee's execution ’s separation of this Agreement employment were not discriminatory based on age, disability, race, color, sex, religion, national origin origin, genetic information or any other classification protected by law. Employee affirms that all of Company’s decisions regarding Employee's pay and benefits through the date of Employee's Separation Date were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by applicable law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cornerstone Therapeutics Inc)

Acknowledgments and Affirmations. a.Employee affirms that Employee has complied with all laws and regulations applicable to FFB's operations. b.Employee affirms that Employee has not filed, caused to be filed, or presently is not a party to any claim against the CompanyFFB. c.Employee also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked as of the date Employee signs this Agreement and has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits to which are due and payable as of the date Employee signs this Agreementmay be entitled. d.Employee also affirms that Employee has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all granted any leave to which Employee was entitled under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. e.Employee further affirms that Employee has no known workplace injuries or occupational diseases. f.Employee also affirms that Employee has not divulged any Personal Health of FFB's Confidential Information (“PHI”), proprietary or confidential information of as defined in the Company Employment Agreement) and will continue to maintain the confidentiality of such information consistent with HIPAAstatute or common law, the Company’s FFB's policies and and/or Employee’s 's agreement(s) with FFB. g.Employee affirms that he has not violated and will continue to comply with the Company and/or common lawnon-competition, non-solicitation and non-disparagement covenants set forth in the Employment Agreement. If h.Employee placed any PHI or confidential or proprietary information on Employee’s personal computer, phone, or electronic data storage device which was not returned to the Company, Employee will tender the device to the Company for removal of the information. Employee further affirms that Employee has not been retaliated against for reporting any allegations of wrongdoing by the Company FFB or its officers, including any allegations of corporate fraud. i.Employee affirms that all of Company’s FFB's decisions regarding Employee's pay and benefits through the date of Employee's execution of this Agreement Severance Date were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law. j.Employee affirms that all of Company’s decisions regarding any stock options granted to Employee under any FFB option program that have not vested by Employee's pay Severance Date shall be considered lapsed, and benefits through be forever unexercisable by Employee unless otherwise provided by the date terms of the applicable plan document for those options. At Employee's Separation Date were not discriminatory based on ageSeverance Date, disability, race, color, sex, religion, national origin or any other classification protected by lawvested stock options will be treated in accordance with the terms of the applicable plan document for those options. 5.

Appears in 1 contract

Samples: Employment and Non Competition Agreement

Acknowledgments and Affirmations. Employee affirms that Employee has not filed, caused to be filed, or presently is a party to any claim against the The Company. Employee also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked as of the date Employee signs this Agreement and has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits which are due and payable as of the date Employee signs this Agreement. Employee also affirms that Employee has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all granted any leave to which Employee was entitled under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. Employee will not make any defamatory or maliciously disparaging comments, whether oral or written, about The Company, its officers, directors, employees, agents or its products, services or business. Employee further affirms that Employee has no known workplace injuries or occupational diseasesdiseases that have not been previously reported to The Company. Employee acknowledges and agrees that Employee remains bound by any legal obligations contained in the Non-Competition, Non-Solicitation and/or Confidentiality Agreement with the Company, executed on March 12, 2001. Employee also affirms that Employee has not divulged any Personal Health Information (“PHI”), proprietary or confidential information of the The Company and will continue to maintain the confidentiality of such information consistent with HIPAA, the The Company’s policies and Employee’s agreement(s) with the The Company and/or common law. If Employee placed affirms that during the term of employment, Employee has had access to and has become familiar with various trade secrets and other confidential and proprietary business information of the Company. Employee agrees that the Company has taken reasonable steps to preserve the confidentiality of these trade secrets and other confidential and proprietary information. Employee agrees not to disclose, directly or indirectly, or use in any PHI way, any such trade secrets or 0000 Xxxxx Xxxxx Xxxxx Xxxxxxxxxx, Xxxx 00000 513.271.3700 xxxxxxxxxxxxxxxxxx.xxx other confidential or proprietary information on Employee’s personal computer, phone, or electronic data storage device which was not returned to the Company, Employee will tender the device to the Company for removal of the business information. Employee further affirms also agrees that Employee has not been retaliated against for reporting taken with Employee originals or copies of any allegations Company information, its trade secrets and other confidential or proprietary business information. By signing this Agreement, Employee acknowledges that Employee is aware that it is The Company’s policy that all employees immediately report to their supervisor, other management personnel, or the appropriate state and federal authorities, any activity that is, was, or may be in violation of wrongdoing by the state or federal laws or Company policies and procedures. Employee hereby represents that sufficient opportunities were made available to Employee to make such report(s), and that Employee has not witnessed any activity in violation of federal or its officers, including any allegations of corporate fraudstate laws or Company policies. Employee affirms that all of The Company’s decisions regarding Employee's ’s pay and benefits through the date of Employee's ’s execution of this Agreement were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law. Employee affirms that all of Company’s decisions regarding Employee's pay and benefits through the date of Employee's Separation Date were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law.

Appears in 1 contract

Samples: Confidential_separation Agreement and General Release (Meridian Bioscience Inc)

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Acknowledgments and Affirmations. Employee affirms that Employee has not filed, caused to be filed, or presently is a party to any claim against the CompanyEmployer. Employee also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked as of the date Employee signs this Agreement and has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits to which are due and payable as of the date Employee signs this Agreementmay be entitled. Employee also affirms that Employee has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all granted any leave to which Employee was entitled under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. Employee further affirms that Employee has no known workplace injuries or occupational diseases. Employee also affirms that Employee has not divulged any Personal Health Information (“PHI”), proprietary or confidential information of the Company Employer and will continue to maintain the confidentiality of such information consistent with HIPAA, the CompanyEmployer’s policies and Employee’s agreement(s) with the Company Employer and/or common law. If Employee placed any PHI or confidential or proprietary information on Employee’s personal computer, phone, or electronic data storage device which was not returned to the Company, Employee will tender the device to the Company for removal of the information. Employee further affirms that Employee has not been retaliated against for reporting any allegations of wrongdoing by the Company Employer or its officers, including any allegations of corporate fraud. Both Parties acknowledge that this Agreement does not limit either party’s right, where applicable, to file or participate in an investigative proceeding of any federal, state or local governmental agency. To the extent permitted by law, Employee agrees that if such an administrative claim is made, Employee shall not be entitled to recover any individual monetary relief or other individual remedies. Employee shall not apply in the future for employment with Employer because of, among other things, irreconcilable differences with Employer. Employee affirms that all of Company’s the Employer's decisions regarding Employee's pay and benefits through the date of Employee's execution of this Agreement were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law. Employee affirms that all of Company’s decisions regarding Employee's pay and benefits through the date of Employee's Separation Date were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law.

Appears in 1 contract

Samples: Agreement and General Release (Cleveland Biolabs Inc)

Acknowledgments and Affirmations. Employee affirms that Employee has not filed, caused to be filed, or presently is a party to any claim against any Company Released Party. Employee also represents and warrants that there has been no assignment or other transfer of any interest in any claim by Employee that is covered by the Companyrelease set forth in Paragraph 5(a). Employee also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked as of the date Employee signs this Agreement and has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits which are due and payable as of the date Employee signs this Agreement. Employee also affirms that Employee has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all granted any leave to which Employee was entitled under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. Employee further affirms that Employee has no known workplace injuries or occupational diseases. Employee also affirms that Employee has not divulged any Personal Health Information (“PHI”), proprietary or confidential information of the Company and will continue to maintain the confidentiality of such information consistent with HIPAA, the Company’s policies and Employee’s agreement(s) with the Company and/or common law. If Employee placed hereby represents and warrants he has not breached any PHI or confidential or proprietary information on Employee’s personal computer, phone, or electronic data storage device which was not returned to the Company, Employee will tender the device to the Company for removal of the informationhis obligations under Section 9 of his Employment Agreement. Employee further affirms that Employee has not been retaliated against for reporting any allegations of wrongdoing by the Company or its officers, including any allegations of corporate fraud. Employee affirms that all of the Company’s decisions regarding Employee's ’s pay and benefits through the date of Employee's ’s execution of this Agreement were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law. Employee affirms that all hereby represents and warrants he has not breached any of Company’s decisions regarding Employee's pay and benefits through the date his obligations under Section 10 of Employee's Separation Date were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by lawhis Employment Agreement.

Appears in 1 contract

Samples: Executive Retirement Agreement (Welltower Inc.)

Acknowledgments and Affirmations. Employee affirms that Employee has not filed, caused to be filed, or presently is a party to any claim against the Company. Employee also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked as of the date Employee signs this Agreement and has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits which are due and payable as of the date Employee signs this Agreement. Employee also affirms that Employee has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all granted any leave to which Employee was entitled under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. Employee further affirms that Employee has no known workplace injuries or occupational diseases. Employee also affirms that Employee has not divulged any Personal Health Information (“PHI”), proprietary or confidential information of the Company and will shall continue to maintain the confidentiality of such information consistent with HIPAA, the Company’s policies and Employee’s agreement(s) with the Company and/or common law. If Employee placed any PHI is hereby provided notice that under the 2016 Defend Trade Secrets Act: (i) no individual shall be held criminally or confidential civilly liable under federal or proprietary information on Employee’s personal computerstate trade secret law for the disclosure of a trade secret (as defined in the Economic Espionage Act) that is made in confidence to a federal, phonestate, or electronic data storage device which was local government official, either directly or indirectly, or to an attorney; and made solely for the purpose of reporting or investigating a suspected violation of law, or is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal so that it is not returned made public, and, (ii) an individual who pursues a lawsuit for retaliation by an employer for reporting a suspected violation of the law may disclose the trade secret to the Companyattorney of the individual and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal, and does not disclose the trade secret, except as permitted by court order. Employee will tender shall not apply in the device to future for employment with the Company for removal of because of, among other things, irreconcilable differences with the information. Employee further affirms that Employee has not been retaliated against for reporting any allegations of wrongdoing by the Company or its officers, including any allegations of corporate fraudCompany. Employee affirms that all of the Company’s decisions regarding Employee's pay and benefits through the date of Employee's execution of this Agreement were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law. Employee affirms that all of Company’s decisions regarding Employee's pay and benefits through the date of Employee's Separation Date were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law.

Appears in 1 contract

Samples: Transition and Separation Agreement (Verisk Analytics, Inc.)

Acknowledgments and Affirmations. Employee affirms Xxxxxxxx further represents and warrants that Employee he has not filedfiled or participated in the filing of any complaint, caused grievance, charge or claim with or before any local, state or federal agency or board, union or any court or other tribunal relating to be filedthe Company or Xxxxxxxx’x employment with, or presently the termination of, his employment with the Company and its affiliates. Nothing contained herein is intended to nor shall prohibit Xxxxxxxx from (i) filing a party charge or complaint with or from participating in an investigation or proceeding conducted by the Equal Employment Opportunity Commission (“EEOC”); or (ii) participating in any investigation or proceeding conducted by the EEOC. In the event Xxxxxxxx files a charge with the EEOC, Xxxxxxxx waives and releases the right to recover any damages in any claim against or suit brought by or through the CompanyEEOC or any state or local agency on Xxxxxxxx’x behalf. Employee Xxxxxxxx also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked as of the date Employee signs this Agreement and he has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits to which are due and payable as of the date Employee signs this Agreementhe may be entitled. Employee also Xxxxxxxx affirms that Employee he has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all granted any leave to which Employee he was entitled under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. Employee Xxxxxxxx further affirms that Employee he has no known workplace injuries or occupational diseases. Employee Xxxxxxxx also affirms that Employee he has not divulged any Personal Health Information (“PHI”), proprietary or confidential information of the Company and will continue to maintain the confidentiality of such information consistent with HIPAA, the Company’s policies and Employee’s Xxxxxxxx’x agreement(s) with the Company and/or common law. If Employee placed any PHI or confidential or proprietary information on Employee’s personal computer, phone, or electronic data storage device which was not returned to the Company, Employee will tender the device to the Company for removal of the information. Employee Xxxxxxxx further affirms that Employee he has not been retaliated against for reporting any allegations of wrongdoing by the Company or its officers, including any allegations of corporate fraud. Employee affirms Both parties acknowledge that all of Company’s decisions regarding Employee's pay and benefits through the date of Employee's execution of this Agreement were does not discriminatory based on agelimit either party’s right, disabilitywhere applicable, raceto file or participate in an investigative proceeding of any federal, color, sex, religion, national origin state or any other classification protected local governmental agency. To the extent permitted by law, Xxxxxxxx agrees that if such an administrative claim is made, Xxxxxxxx shall not be entitled to recover any individual monetary relief or other individual remedies. Employee affirms that all of Company’s decisions regarding Employee's pay and benefits through Xxxxxxxx agrees not to re-apply for employment with the date of Employee's Separation Date were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by lawReleased Parties in the future.

Appears in 1 contract

Samples: Separation and Release Agreement (Emisphere Technologies Inc)

Acknowledgments and Affirmations. Employee affirms that from and after March 12, 2018 to the date of execution of this Agreement, except as permitted by paragraph “6,” he has not made statements about Employer or engaged in conduct which could reasonably be expected to adversely affect Employer’s reputation or business, including but not limited to discussing Employer’s business with search firms, the media, industry consultants and analysts, investors, competitors, customers, suppliers, employees, directors, vendors or any entity that Employee becomes employed by or does consulting work for in the future, and that he has not contacted any current or former employee or director of Methode, except for the Chief Human Resources Officer or her designee, and that if any employee of Methode other than the Chief Human Resources Officer contacted him, Employee has stated only that he and Methode have parted ways on an amicable basis and that he prefers not filed, caused to be filed, or presently is a party discuss matters relating to Methode. Employee has advised the Chief Human Resources Officer in writing of the date and time of the contact with any claim against Methode employee and the Companysubstance of the discussion within one day after the contact. Employee also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked as of the date Employee signs this Agreement and has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits which are due and payable as of the date Employee signs this Agreement. Employee also affirms that Employee has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all granted any leave to which Employee was entitled under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. Employee further affirms that Employee is not entitled to any payments or benefits under any of the Equity/Bonus Documents and that all outstanding awards/benefits under the Equity/Bonus Documents were not earned or vested as of the Separation Date. Employee affirms and agrees that he hereby resigns from any and all director and/or officer positions he holds with Employer and any subsidiary companies owned or controlled by Employer. Employee further affirms that Employee has no known workplace injuries or occupational diseases. Employee also affirms that Employee has not divulged any Personal Health Information (“PHI”), proprietary or confidential information of the Company Employer and will continue to maintain the confidentiality of such information consistent with HIPAA, the CompanyEmployer’s policies and Employee’s agreement(s) with the Company Employer and/or common law. If Under the federal Defend Trade Secrets Act of 2016, Employee placed shall not be held criminally or civilly liable under any PHI federal or confidential state trade secret law for the disclosure of a trade secret that: (a) is made (i) in confidence to a federal, state, or proprietary information on local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (b) is made to Employee’s personal computerattorney in relation to a lawsuit for retaliation against Employer for reporting a suspected violation of law; or (c) is made in a complaint or other document filed in a lawsuit or other proceeding, phone, or electronic data storage device which was not returned to the Company, Employee will tender the device to the Company for removal of the informationif such filing is made under seal. Employee further affirms that Employee has shall not been retaliated against apply in the future for reporting any allegations of wrongdoing by the Company or its officersemployment with Employer because of, including any allegations of corporate fraudamong other things, irreconcilable differences with Employer. Employee affirms that all of Company’s Employer's decisions regarding Employee's pay and benefits through the date of Employee's execution ’s separation of this Agreement employment were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law. Employee affirms that, in the event any attorneys or third parties have asserted or assert a hold or lien or other encumbrance upon Employee’s claims, demands, and causes of action against Employer, Employee will be responsible for paying any costs and fees associated with and otherwise satisfying that all of Company’s decisions regarding Employee's pay hold or lien or other encumbrance, and benefits through will hold Employer and its attorneys harmless for any costs or fees they incur in association with the date of Employee's Separation Date were not discriminatory based on age, disability, race, color, sex, religion, national origin hold or any other classification protected by lawlien.

Appears in 1 contract

Samples: Agreement and General Release (Methode Electronics Inc)

Acknowledgments and Affirmations. Employee affirms that Employee has not filed, caused to be filed, or and is not presently is a party to to, any claim claim, charge, action or other legal proceeding against the Company. Employee also affirms that if Employee was classified as non-exempt from overtime laws, that Employee has reported all hours worked Releasees in any forum or form as of the date of execution of this Agreement. Employee signs this Agreement and affirms that Employee has been paid and/or has received all compensation, wages, bonuses, commissions, and/or benefits which are due and payable as of the date Employee signs this Agreement. Employee also affirms that Employee has been paid for all of Employee’s accrued, unused vacation, paid time off and personal days. Employee further affirms that Employee has been reimbursed for all expenses Employee incurred in performing Employee’s duties or in following the Company’s directions. Employee affirms that the Company has made available all granted any leave to which Employee was entitled under the Family and Medical Leave Act or related state or local leave or disability accommodation laws. Employee further affirms that Employee has no known workplace injuries or occupational diseases. Employee affirms that Employee has returned all of Innodata’s property, documents, and/or confidential information in Employee’s possession or control. Employee also affirms that Employee is in possession of all of Employee’s property that Employee had at Innodata’s premises and that Innodata is not in possession of any of Employee’s property. Employee affirms that Employee has not divulged any Personal Health Information (“PHI”), proprietary or confidential information of the Company Innodata, its affiliates, subsidiaries or clients and will continue to maintain the confidentiality of such information consistent with HIPAA, the CompanyInnodata’s policies and Employee’s agreement(s) with the Company Innodata and/or common law. If Employee placed any PHI or confidential or proprietary information on Employee’s personal computer, phone, or electronic data storage device which was not returned to the Company, Employee will tender the device to the Company for removal of the information. Employee further affirms that Employee has provided Innodata with a list of all user names and passwords used by Employee in connection with Employee performing services for Innodata. Employee further affirms that (i) Employee has not been retaliated against for reporting any allegations of wrongdoing by the Company or Innodata, its officers, or any other Releasee identified in this Agreement, including any allegations of corporate fraud; and (ii) to Employee’s knowledge Employee is not presently aware of any wrongdoing or alleged wrongdoing by Innodata, its officers, or any other Releasee identified in this Agreement, including with respect to corporate fraud. Employee affirms that all of CompanyInnodata’s decisions regarding Employee's pay and benefits through the date of Employee's execution of this Agreement were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law. Employee affirms that all of Company’s decisions regarding Employee's pay and benefits through the date of Employee's Separation Date were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law.

Appears in 1 contract

Samples: Separation Agreement and General Release (Innodata Inc)

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