Company Release of Claims. The Company, on behalf of its respective officers, directors, investors, shareholders, administrators, affiliates, divisions, subsidiaries, predecessor and successor corporations, agents, and assigns hereby fully and forever releases Employee and his respective heirs, family members, executors, agents, and assigns from, and agrees not to xxx concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that it may possess arising from any omissions, acts or facts that have occurred up until and including the Termination Date.
Company Release of Claims. Subject to and effective upon payment to the TRA Party of the Settlement Payment, the Company generally, irrevocably, unconditionally and completely releases and forever discharges the TRA Party and its former, current and future direct or indirect equityholders, controlling persons, shareholders, members, general or limited partners, subsidiaries, affiliates, officers, directors, managers, trustees, employees, counsel, accountants, agents, financial advisers, consultants, insurers, heirs, administrators and executors of any of the foregoing, and its and their respective successors and assigns (collectively, “TRA Released Parties”), from any and all Claims that Company has had in the past, now has or might have, whether known or unknown, arising out of or relating to the TRA. The Company hereby agrees that the Company shall not and shall cause any controlled affiliates not to initiate or file any lawsuit of any kind whatsoever or any complaint or charge against the TRA Party or any of the other TRA Released Parties with respect to the matters released and discharged hereby.
Company Release of Claims. (a) In consideration of this Release, the Company, on behalf of itself, Holdings, Parent, their subsidiaries and affiliates, affiliated persons, partnerships, successors and assigns (collectively, the “Company Releasors”) hereby irrevocably and unconditionally releases, waives and forever discharges Executive, his spouse, family members, heirs, agents, representatives and advisors (collectively, the “Executive Releasees”) individually and collectively, from any and all actions, causes of action, claims, demands, damages, rights, remedies and liabilities of whatsoever kind or character, in law or equity, suspected or unsuspected, known or unknown, past or present, that they have ever had, may now have, or may later assert against the Executive Releasees, whether or not arising out of or related to Executive’s employment by or the performance of any services to or on behalf of the Company or the termination of that employment and those services, from the beginning of time to the Release Effective Date (hereinafter referred to as “Company’s Claims”), including, without limitation, any and all other Company’s Claims arising out of or related to any contract, any and all federal, state or local constitutions, statutes, rules or regulations, or under the laws of any country or political subdivision, or under any common law right of any kind whatsoever, including, without limitation, any of the Company’s Claims for any kind of tortious conduct, promissory or equitable estoppel, breach of the Company’s policies, rules, regulations, handbooks or manuals, breach of express or implied contract or covenants of good faith, breach of duty of loyalty or fiduciary duty. Notwithstanding the foregoing, the Company’s Claims which are being released herein shall not include any claims or causes of action that the Company Releasors may have against Executive which as of the Separation Date, were unknown to the Company’s Chief Legal Officer (or any predecessor) or the board of directors of Holdings, which may arise from or be related to any acts or omissions undertaken by Executive, or undertaken at his express direction, which constitute fraud, theft or embezzlement against the Company, or any act or omission that constitutes a felony under the laws of the United States or any state. This Release does not limit the Company Group’s ability to comply with or release matters related to Section 10D of the Securities Exchange Act of 1934, as amended, Section 304 of the Xxxxxxxx-Xxx...
Company Release of Claims. The Company, on its behalf and on behalf of the Company Entities, waives (to the extent permitted by applicable law) all claims that any Company Entity may have against Departing Executive, and releases the Departing Executive from any claim that any Company Entity may have against Departing Executive, provided, however, this waiver and release in this Section 6 does not include any claims that any Company Entity may have against Executive (i) arising out of or relating to Departing Executive’s fraud, embezzlement, theft, or criminal conduct, which has a material adverse effect on any Company Entity, (ii) relating to the enforcement of this Separation Agreement, or (iii) arising after the Effective Date.
Company Release of Claims. The Company hereby releases Employee from any and all liabilities, claims and causes of action arising, or which may arise in the future, from or in connection with his employment with the Company. The Company agrees to indemnify and hold harmless Employee from and against any and all liabilities, claims, costs and expenses, including reasonable attorneys’ fees, in any matter arising out of or in connection with his employment with the Company provided that Employee was acting within the scope and course of his employment with respect to such matter.
Company Release of Claims. In consideration for the obligations of Employee set forth in this Agreement and Employee’s release of claims, the Company, on behalf of itself and the Company’s Released Parties, hereby fully and forever releases Employee and the Employee Releasing Parties of and from any claim, duty, obligation or cause of action relating to Employee’s employment with the Company, whether presently known or unknown, suspected or unsuspected, that any of them may possess arising from any omissions, acts or facts that have occurred up until and including the Termination Date. The Company agrees that the release set forth in this Section 2.5 shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any obligations incurred or specified under this Agreement or any of Employee’s continuing obligations arising under the Employment Agreement. The Company hereby irrevocably covenants to refrain from directly or indirectly, asserting any claim or demand, or commencing, instituting or causing to be commenced, any proceeding of any kind against Employee, based upon any matter purported to be released hereby.
Company Release of Claims. The Company, on behalf of itself and all of its current and former officers, directors, employees, agents, investors, attorneys, shareholders, founders, administrators, affiliates, divisions, subsidiaries, predecessor and successor corporations and assigns, hereby and forever releases Executive and his respective heirs, family members, executors, agents, and assigns (“Executive Releasees”), from, and agrees not to sue concerning, or in any manner to institute, prosecute or pursue, any claim, complaint, charge, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that the Company may possess against any of the Executive Releasees arising from any omissions, acts or facts or damages that have occurred up until and including the Effective Date of this Agreement including, without limitation (i) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship, (ii) any and all claims relating to or arising from Executive’s right to vest in or purchase RSUs or other equities of the Company; and (iii) any and all claims for attorneys’ fees and costs. Notwithstanding the foregoing, the Company does not intend to waive, and does not waive, any claims against Executive arising as a result of Executive’s employment-related conduct that results in federal or state criminal liability. The Company agrees that the release set forth in this Section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any obligations incurred under this Agreement.
Company Release of Claims. The Company, on behalf of itself and all of the Released Parties, hereby fully, forever, irrevocably and unconditionally releases, remises and discharges Mx. Xxxxxxxxxxx from any and all claims, charges, complaints, demands, actions, causes of action, suits, rights, debts, contracts, agreements, promises, damages, liabilities and expenses of any kind or nature, known or unknown, which the Company or any of the Released Parties ever had or have against him arising out of his employment with or separation from the Company. Nothing herein shall be deemed to waive or release claims by the Company or any of the Released Parties for any acts of dishonesty, disloyalty, bad faith, moral turpitude, fraud, misappropriation, embezzlement or any knowing or willful violation of any applicable law, rule or regulation.
Company Release of Claims. In consideration of the terms hereof, the Company and its subsidiaries and affiliates and their respective past and present officers, directors, shareholders, employees and agents, hereby agree to and do release and forever discharge the Executive, from any and all actions, damages, losses, costs and claims of any and every kind and nature whatsoever, at law or in equity, whether absolute or contingent, which the Company had, now has or may have arising out of, in connection with, or relating to the Executive having been an employee or officer of the Company or any of its subsidiaries or affiliates, provided, however, that the foregoing shall not release or discharge Executive from any and all actions, damages, losses, costs and claims arising out of acts of fraud committed by Executive. The Company hereby affirms that it currently has no actual knowledge that Executive has prior hereto committed an act of fraud. This release does not include the Company’s right to enforce the terms of this Agreement.
Company Release of Claims. The Company hereby forever releases and discharges the Officer and his affiliates, successors, and assigns, as well as each of their respective officers, directors, partners, principals, members, trustees, employees, agents, attorneys, and shareholders, and all predecessors, successors, heirs and assigns thereof (collectively, the “Officer Released Parties”), from any and all claims, charges, complaints, liens, demands, causes of action, obligations, damages, and liabilities, of any nature whatsoever, known or unknown, suspected or unsuspected, that the Company had, now has, or may hereafter claim to have against the Officer Released Parties for any alleged act or omission which occurred on or at any time before the Separation Date that arise out of or relate in any way to Officer’s employment with, or resignation or retirement from, the Company or its parents, subsidiaries, or affiliates or that arise out of or relate to Officer’s purchase or ownership of stock in the Company or its parents, subsidiaries, or affiliates (the “Company’s Release”); provided, however, that Company’s Release does not waive, release or otherwise discharge any claim or cause of action to enforce any of the Company’s rights under this Agreement. For the purpose of implementing a full and complete release, the Company understands and agrees that this Agreement is intended to include all claims, if any, which the Company may have and which the Company does not now know or suspect to exist in its favor against the Officer Released Parties and this Agreement extinguishes those claims. Accordingly, the Company expressly waives all rights afforded by any state statute or regulation in any other applicable jurisdiction that limits the enforceability or effectiveness of releases of such claims.
