Common use of Complete Release of Claims Clause in Contracts

Complete Release of Claims. (a) In exchange for the consideration received by Xxxxxxx herein, which consideration Xxxxxxx was not entitled to but for Xxxxxxx’x entry into this Agreement and, if applicable, the Confirming Release, Xxxxxxx hereby releases, discharges and forever acquits the Company and its Affiliates (as defined below) and subsidiaries, and each of the foregoing entities’ respective past, present and future members, partners (including general partners and limited partners), directors, trustees, officers, managers, employees, agents, attorneys, heirs, legal representatives, insurers, benefit plans (and their fiduciaries, administrators and trustees), and the successors and assigns of the foregoing, in their personal and representative capacities (collectively, the “Company Parties”), from liability for, and hereby waives, any and all claims, damages, or causes of action of any kind related to Xxxxxxx’x ownership of any interest in any Company Party, Xxxxxxx’x employment with any Company Party, the termination of such employment, and any other acts or omissions related to any matter occurring on or prior to the date that Xxxxxxx executes this Agreement, including (i) any alleged violation through such date of: (A) any federal, state or local anti-discrimination law or anti-retaliation law, regulation or ordinance including Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, Sections 1981 through 1988 of Title 42 of the United States Code, as amended and the Americans with Disabilities Act of 1990, as amended; (B) the Employee Retirement Income Security Act of 1974, as amended (“ERISA”); (C) the Immigration Reform Control Act, as amended; (D) the National Labor Relations Act, as amended; (E) the Occupational Safety and Health Act, as amended; (F) the Family and Medical Leave Act of 1993; (G) the Texas Labor Code (specifically including the Texas Payday Law, the Texas Anti-Retaliation Act, Chapter 21 of the Texas Labor Code, and the Texas Whistleblower Act); (H) any federal, state or local wage and hour law; (I) any other local, state or federal law, regulation or ordinance; or (J) any public policy, contract, tort, or common law claim; (ii) any allegation for costs, fees, or other expenses including attorneys’ fees incurred in or with respect to a Released Claim; (iii) any and all rights, benefits or claims Xxxxxxx may have under any employment contract, incentive compensation plan, or equity-based plan with any Company Party (including any award agreement) or to any ownership interest in any Company Party; and (iv) any claim for compensation or benefits of any kind not expressly set forth in this Agreement (collectively, the “Released Claims”). This Agreement is not intended to indicate that any such claims exist or that, if they do exist, they are meritorious. Rather, Xxxxxxx is simply agreeing that, in exchange for any consideration received by him pursuant to Section 2, any and all potential claims of this nature that Xxxxxxx may have against the Company Parties, regardless of whether they actually exist, are expressly settled, compromised and waived. Notwithstanding the foregoing, the Released Claims do not include any existing rights to indemnification and advancement of expenses incurred in connection with the same that Xxxxxxx has under Delaware law or any agreement with the Company. THIS RELEASE INCLUDES MATTERS ATTRIBUTABLE TO THE SOLE OR PARTIAL NEGLIGENCE (WHETHER GROSS OR SIMPLE) OR OTHER FAULT, INCLUDING STRICT LIABILITY, OF ANY OF THE COMPANY PARTIES.

Complete Release of Claims. (a) In exchange for For good and valuable consideration, including the consideration received by Xxxxxxx hereinset forth in Section 3 (and any portion thereof), which consideration Xxxxxxx was not entitled to but for Xxxxxxx’x entry into this Agreement andEmployee hereby forever releases and discharges the Company, if applicableParent, the Confirming Releaseeach of their respective affiliates, Xxxxxxx hereby releasesand each of their respective past, discharges present, and forever acquits the Company and its Affiliates (as defined below) and future parents, subsidiaries, predecessors, successors, and assigns, along with each of the foregoing entities’ respective pastaffiliates, present and future membersowners, partners (including general partners and limited shareholders, partners), officers, directors, trustees, officersmembers, managers, employees, trustees, representatives, agents, attorneys, heirssuccessors, legal representativesadministrators, fiduciaries, insurers, and benefit plans (and their fiduciaries, administrators and trustees), and the successors trustees and assigns fiduciaries of the foregoingsuch plans, in their personal and representative capacities (collectively, the “Company Parties”), from liability for) from, and Employee hereby waives, any and all claims, demands, liabilities, and causes of action, whether statutory or at common law, including any claim for salary, benefits, payments, expenses, costs, damages, penalties, compensation, remuneration, contractual entitlements, and all claims or causes of action of any kind related to Xxxxxxx’x ownership of any interest in any Company Party, Xxxxxxx’x employment with any Company Party, the termination of such employment, and any other acts or omissions related relating to any matter occurring that actually or allegedly occurred, whether known or unknown, on or prior to the date that Xxxxxxx executes this AgreementSigning Date, including including, (i) any alleged violation through such date of: (A) any federal, state or local anti-discrimination law or anti-retaliation law, regulation or ordinance the Age Discrimination in Employment Act of 1967 (including as amended by the Older Workers Benefit Protection Act); (B) Title VII of the Civil Rights Act of 1964, as amended, ; (C) the Civil Rights Act of 1991, ; (D) Sections 1981 through 1988 of Title 42 of the United States Code, as amended and ; (E) ERISA; (F) the Immigration Reform Control Act; (G) the Americans with Disabilities Act of 1990, as amended; (B) the Employee Retirement Income Security Act of 1974, as amended (“ERISA”); (C) the Immigration Reform Control Act, as amended; (DH) the National Labor Relations Act, as amended; (EI) the Occupational Safety and Health Act, as amended; (FJ) the Family and Medical Leave Act of 1993; (GK) the Texas Labor Code (specifically including the Texas Payday Law, the Texas Anti-Retaliation Act, Chapter 21 of the Texas Labor Code, and the Texas Whistleblower Act); (HL) any federallocal, state state, or local wage and hour federal anti-discrimination or anti-retaliation law; and (IM) any other local, state state, or federal law, regulation regulation, or ordinance; or (Jii) any public policy, contract, tort, or common law claimclaim including, but not limited to, claims for misrepresentation, defamation, libel, slander, invasion of privacy, conversion, replevin, false light, tortious interference with contract or economic advantage, negligence, fraud, fraudulent inducement, quantum meruit, promissory estoppel, prima facie tort, restitution, or the like; (iiiii) any allegation for costs, fees, or other expenses expenses, including attorneys’ fees incurred in or with respect fees, related to a any Released ClaimClaim (as defined below); (iiiiv) any and all rights, benefits or claims Xxxxxxx Employee may have arising under or as the result of any alleged breach of any contract (including the Employment Agreement, Severance Plan, the LTIP, the award agreements under the LTIP, and any other offer letter, other employment contract, or incentive compensation plan, or equity-based compensation plan or agreement) with any Company Party Parties; (including v) any award agreement) claim arising from, or relating to, Employee’s status as an employee, officer, or director of, or holder of any interests in (except such interests that are expressly preserved pursuant to the terms of this Agreement), the Company or any ownership interest in any other Company Party, or the termination of such relationship; and (ivvi) any claim for compensation or benefits of any kind not expressly set forth in this the Separation Agreement (collectively, the “Released Claims”). This Agreement is not intended to indicate that any such claims exist or that, if they do exist, they are meritorious. Rather, Xxxxxxx Employee is simply agreeing that, in exchange for any consideration received by him Employee pursuant to Section 23, any and all potential claims of this nature that Xxxxxxx Employee may have against the Company Parties, regardless of whether they actually exist, are expressly settled, compromised compromised, and waived. Notwithstanding the foregoing, the Released Claims do not include any existing rights to indemnification and advancement of expenses incurred in connection with the same that Xxxxxxx has under Delaware law or any agreement with the Company. THIS RELEASE INCLUDES MATTERS ATTRIBUTABLE TO THE SOLE OR PARTIAL NEGLIGENCE (WHETHER GROSS OR SIMPLE) OR OTHER FAULT, INCLUDING STRICT LIABILITY, OF ANY OF THE COMPANY PARTIES. Employee specifically intends the release of Claims in this Section 5(a) to be the broadest possible release permitted by law. (b) Notwithstanding this release of liability, nothing in this Agreement prevents Employee from filing any non-legally waivable claim, including a challenge to the validity of this Agreement, with the Equal Employment Opportunity Commission (“EEOC”), Securities and Exchange Commission (“SEC”) or other Governmental Authority, or participating in (or cooperating with) any investigation or proceeding conducted by the EEOC, SEC or other Governmental Authority; however, Employee understands and agrees that Employee is waiving any and all rights to recover any monetary or personal relief or recovery from a Company Party as a result of any Governmental Authority proceeding or subsequent legal actions. Further, in no event shall the Released Claims include (i) any claim that first arises after the Signing Date, including any claim to enforce Employee’s rights under this Agreement, (ii) any claim to any vested benefits under ERISA, (iii) any right to receive an award for information provided to any Governmental Authorities (including the SEC), (iv) any claim for indemnification or insurance under the Company’s bylaws, D&O insurance policies, or applicable law; or (v) any claims that cannot be waived or released as a matter of law.

Complete Release of Claims. (a) In exchange for For good and valuable consideration, including the consideration received by Xxxxxxx hereinset forth in Section 3 (and any portion thereof), which consideration Xxxxxxx was not entitled to but for Xxxxxxx’x entry into this Agreement andEmployee hereby forever releases and discharges the Company, if applicableParent, the Confirming Releaseeach of their respective affiliates, Xxxxxxx hereby releasesand each of their respective past, discharges present, and forever acquits the Company and its Affiliates (as defined below) and future parents, subsidiaries, predecessors, successors, and assigns, along with each of the foregoing entities’ respective pastaffiliates, present and future membersowners, partners (including general partners and limited shareholders, partners), officers, directors, trustees, officersmembers, managers, employees, trustees, representatives, agents, attorneys, heirssuccessors, legal representativesadministrators, fiduciaries, insurers, and benefit plans (and their fiduciaries, administrators and trustees), and the successors trustees and assigns fiduciaries of the foregoingsuch plans, in their personal and representative capacities (collectively, the “Company Parties”), from liability for) from, and Employee hereby waives, any and all claims, demands, liabilities, and causes of action, whether statutory or at common law, including any claim for salary, benefits, payments, expenses, costs, damages, penalties, compensation, remuneration, contractual entitlements, and all claims or causes of action of any kind related to Xxxxxxx’x ownership of any interest in any Company Party, Xxxxxxx’x employment with any Company Party, the termination of such employment, and any other acts or omissions related relating to any matter occurring that actually or allegedly occurred, whether known or unknown, on or prior to the date that Xxxxxxx executes this AgreementSigning Date, including including, (i) any alleged violation through such date of: (A) any federal, state or local anti-discrimination law or anti-retaliation law, regulation or ordinance the Age Discrimination in Employment Act of 1967 (including as amended by the Older Workers Benefit Protection Act); (B) Title VII of the Civil Rights Act of 1964, as amended, ; (C) the Civil Rights Act of 1991, ; (D) Sections 1981 through 1988 of Title 42 of the United States Code, as amended and ; (E) ERISA; (F) the Immigration Reform Control Act; (G) the Americans with Disabilities Act of 1990, as amended; (B) the Employee Retirement Income Security Act of 1974, as amended (“ERISA”); (C) the Immigration Reform Control Act, as amended; (DH) the National Labor Relations Act, as amended; (EI) the Occupational Safety and Health Act, as amended; (FJ) the Family and Medical Leave Act of 1993; (GK) the Texas Labor Code (specifically including the Texas Payday Law, the Texas Anti-Retaliation Act, Chapter 21 of the Texas Labor Code, and the Texas Whistleblower Act); (HL) any federallocal, state state, or local wage and hour federal anti-discrimination or anti-retaliation law; and (IM) any other local, state state, or federal law, regulation regulation, or ordinance; or (Jii) any public policy, contract, tort, or common law claim; (iiiii) any allegation for costs, fees, or other expenses expenses, including attorneys’ fees incurred in or with respect fees, related to a any Released Claim; (iiiiv) any and all rights, benefits or claims Xxxxxxx Employee may have arising under or as the result of any alleged breach of any contract (including any offer letter, other employment contract, or incentive compensation plan, or equity-based compensation plan or agreement) with any Company Party Parties; (including v) any award agreement) claim arising from, or to relating to, Employee’s status as a holder of any ownership interest interests in the Company or any other Company Party; and (ivvi) any claim for compensation or benefits of any kind not expressly set forth in this the Separation Agreement (collectively, the “Released Claims”). This Agreement is not intended to indicate that any such claims exist or that, if they do exist, they are meritorious. Rather, Xxxxxxx Employee is simply agreeing that, in exchange for any consideration received by him Employee pursuant to Section 23, any and all potential claims of this nature that Xxxxxxx Employee may have against the Company Parties, regardless of whether they actually exist, are expressly settled, compromised compromised, and waived. Notwithstanding the foregoing, the Released Claims do not include any existing rights to indemnification and advancement of expenses incurred in connection with the same that Xxxxxxx has under Delaware law or any agreement with the Company. THIS RELEASE INCLUDES MATTERS ATTRIBUTABLE TO THE SOLE OR PARTIAL NEGLIGENCE (WHETHER GROSS OR SIMPLE) OR OTHER FAULT, INCLUDING STRICT LIABILITY, OF ANY OF THE COMPANY PARTIES. (b) Notwithstanding this release of liability, nothing in this Agreement prevents Employee from filing any non-legally waivable claim, including a challenge to the validity of this Agreement, with the Equal Employment Opportunity Commission (“EEOC”), Securities and Exchange Commission (“SEC”) or other Governmental Authority, or participating in (or cooperating with) any investigation or proceeding conducted by the EEOC, SEC or other Governmental Authority; however, Employee understands and agrees that Employee is waiving any and all rights to recover any monetary or personal relief or recovery from a Company Party as a result of any Governmental Authority proceeding or subsequent legal actions. Further, in no event shall the Released Claims include (i) any claim that first arises after the Signing Date, including any claim to enforce Employee’s rights under this Agreement, (ii) any claim to any vested benefits under ERISA, or (iii) any right to receive an award for information provided to any Governmental Authorities (including the SEC).

Complete Release of Claims. (a) In exchange for For good and valuable consideration, including the consideration received by Xxxxxxx hereinset forth in Section 2 of the Separation Agreement (and any portion thereof), which consideration Xxxxxxx was not entitled to but for Xxxxxxx’x entry into this Agreement and, if applicable, the Confirming Release, Xxxxxxx hereby releases, discharges and forever acquits the Company and its Affiliates (as defined below) and subsidiaries, and each of the foregoing entities’ respective past, present and future members, partners (including general partners and limited partners), directors, trustees, officers, managers, employees, agents, attorneys, heirs, legal representatives, insurers, benefit plans (and their fiduciaries, administrators and trustees), and the successors and assigns of the foregoing, in their personal and representative capacities (collectively, the “Confirming Release Company Parties”), from liability for, and hereby waives, any and all claims, damages, or causes of action of any kind related to Xxxxxxx’x ownership of any interest in any Confirming Release Company Party, Xxxxxxx’x employment with any Confirming Release Company Party, the termination of such employment, and any other acts or omissions related to any matter occurring on or prior to the date that Xxxxxxx executes this Agreement, including (i) any alleged violation through such date of: (A) any federal, state or local anti-discrimination law or anti-retaliation law, regulation or ordinance including Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, Sections 1981 through 1988 of Title 42 of the United States Code, as amended and the Americans with Disabilities Act of 1990, as amended; (B) the Employee Retirement Income Security Act of 1974, as amended (“ERISA”); (C) the Immigration Reform Control Act, as amended; (D) the National Labor Relations Act, as amended; (E) the Occupational Safety and Health Act, as amended; (F) the Family and Medical Leave Act of 1993; (G) the Texas Labor Code (specifically including the Texas Payday Law, the Texas Anti-Retaliation Act, Chapter 21 of the Texas Labor Code, and the Texas Whistleblower Act); (H) any federal, state or local wage and hour law; (I) any other local, state or federal law, regulation or ordinance; or (J) any public policy, contract, tort, or common law claim; (ii) any allegation for costs, fees, or other expenses including attorneys’ fees incurred in or with respect to a Released Claim; (iii) any and all rights, benefits or claims Xxxxxxx may have under any employment contract, incentive compensation plan, or equity-based plan with any Confirming Release Company Party (including any award agreement) or to any ownership interest in any Confirming Release Company Party; and (iv) any claim for compensation or benefits of any kind not expressly set forth in this Agreement Confirming Release (collectively, the “Further Released Claims”). This Agreement Confirming Release is not intended to indicate that any such claims exist or that, if they do exist, they are meritorious. Rather, Xxxxxxx is simply agreeing that, in exchange for any consideration received by him pursuant to Section 22 of the Separation Agreement, any and all potential claims of this nature that Xxxxxxx may have against the Confirming Release Company Parties, regardless of whether they actually exist, are expressly settled, compromised and waived. Notwithstanding the foregoing, the Further Released Claims do not include any existing rights to indemnification and advancement of expenses incurred in connection with the same that Xxxxxxx has under Delaware law or any agreement with the Company. THIS RELEASE INCLUDES MATTERS ATTRIBUTABLE TO THE SOLE OR PARTIAL NEGLIGENCE (WHETHER GROSS OR SIMPLE) OR OTHER FAULT, INCLUDING STRICT LIABILITY, OF ANY OF THE CONFIRMING RELEASE COMPANY PARTIES. (b) Notwithstanding this release of liability, nothing in this Confirming Release prevents Xxxxxxx from filing any non-legally waivable claim (including a challenge to the validity of this Confirming Release) with the Equal Employment Opportunity Commission (“EEOC”) or comparable state or local agency or participating in (or cooperating with) any investigation or proceeding conducted by the EEOC or comparable state or local agency or cooperating in any such investigation or proceeding; however, Xxxxxxx understands and agrees that Xxxxxxx is waiving any and all rights to recover any monetary or personal relief or recovery from a Company Party as a result of such EEOC or comparable state or local agency or proceeding or subsequent legal actions. Further, nothing in this Confirming Release prohibits or restricts Xxxxxxx from filing a charge or complaint with, or cooperating in any investigation with, the Securities and Exchange Commission, the Financial Industry Regulatory Authority, or any other securities regulatory agency or authority (each, a “Government Agency”). This Confirming Release does not limit Xxxxxxx’x right to receive an award for information provided to a Government Agency. Further, in no event shall the Further Released Claims include (i) any claim which arises after the date that this Agreement is executed by Xxxxxxx or (ii) any claim to vested benefits under an employee benefit plan. (c) Xxxxxxx hereby represents and warrants that, as of the time Xxxxxxx executes this Agreement, Xxxxxxx has not brought or joined any lawsuit or filed any charge or claim against any of the Company Parties in any court or before any Government Agency or arbitrator for or with respect to a matter, claim, or incident that occurred or arose out of one or more occurrences that took place on or prior to the time at which Xxxxxxx signs this Agreement. Xxxxxxx warrants and represents that (i) he is the sole owner of each and every claim, cause of action, and right compromised, settled, released or assigned pursuant to Section 3 of this Agreement and has not previously assigned, sold, transferred, conveyed, or encumbered same; (ii) he has the full right, power, capacity, and authority to enter into and execute this Agreement; and (iii) he fully understands this Agreement releases any and all past claims regardless of whether he is now aware of such claims.

Complete Release of Claims. (a) In exchange for For good and valuable consideration, including the Company’s agreement to provide the consideration received by Xxxxxxx hereinset forth in Section 3 of the Separation Agreement (and any portion thereof), which consideration Xxxxxxx was not entitled to but for Xxxxxxx’x entry into this Agreement andExecutive hereby forever releases and discharges the Company, if applicableeach of the other FINV Entities, the Confirming Releaseand each of their respective parents, Xxxxxxx hereby releases, discharges and forever acquits the Company and its Affiliates (as defined below) and subsidiaries, and predecessors, successors, assigns or affiliated entities, along with each of the foregoing entities’ respective pastowners, present and future membersstockholders, partners (including general partners and limited partners), officers, directors, trustees, officersmembers, managers, employees, agents, attorneys, heirssuccessors, legal representativesadministrators, insurers, insurers and benefit plans (and their fiduciaries, administrators and trustees), and the successors trustees and assigns fiduciaries of the foregoingsuch plans, in their personal and representative capacities (collectively, collectively the “Confirming Release Company Parties”), from liability forfrom, and Executive hereby waives, waives any and all claims, demands, liabilities and causes of action, whether statutory or common law, including, but not limited to, any claim for salary, benefits, payments, expenses, costs, damages, penalties, compensation, remuneration, contractual entitlements; and all claims or causes of action of any kind related to Xxxxxxx’x ownership of any interest in any Company Party, Xxxxxxx’x employment with any Company Party, the termination of such employment, and any other acts or omissions related relating to any matter occurring on or prior to the date that Xxxxxxx executes Executive executed this AgreementRelease, including including, without limitation, (i) any alleged violation through such date of: (A1) any federal, state or local anti-discrimination law or anti-retaliation law, regulation or ordinance including Title VII of the Civil Rights Act of 1964, as amended, ; (2) the Civil Rights Act of 1991, ; (3) Sections 1981 through 1988 of Title 42 of the United States Code, as amended and amended; (4) the Employee Retirement Income Security Act of 1974, as amended; (5) the Immigration Reform Control Act, as amended; (6) the Americans with Disabilities Act of 1990, as amended; (B) the Employee Retirement Income Security Act of 1974, as amended (“ERISA”); (C) the Immigration Reform Control Act, as amended; (D) the National Labor Relations Act, as amended; (E) the Occupational Safety and Health Act, as amended; (F) the Family and Medical Leave Act of 1993; (G7) the Texas Labor Code (specifically including the Texas Payday Law, Law the Texas Anti-Retaliation Act, Chapter 21 of the Texas Labor Code, and the Texas Whistleblower Act) and amendments to those laws; (8) the Occupational Safety and Health Act, as amended; (9) the Family and Medical Leave Act of 1993, as amended; (10) the Age Discrimination in Employment Act of 1967, as amended (including as amended by the Older Workers Benefit Protection Act); (H11) any federallocal, state or local wage and hour federal anti-discrimination or anti-retaliation law; (I12) any other local, state or federal law, regulation or ordinance; or (Jii) any public policy, contract, tort, or common law claim; (iiiii) any allegation for costs, fees, or other expenses including attorneys’ fees incurred in or with respect to a Released Claim; (iii) any and all rights, benefits or claims Xxxxxxx may have under any employment contract, incentive compensation plan, or equity-based plan with any Company Party (including any award agreement) or to any ownership interest in any Company Partythe matters referenced herein; and (iv) any claim for compensation or benefits and all claims Executive may have arising as the result of any kind not expressly set forth in this Agreement alleged breach of any employment agreement, the Frank’s International N.V. 2013 Long-Term Incentive Plan (and any award granted thereunder) or any other contract, incentive compensation plan or agreement, or other compensation plan or agreement with any Company Party (collectively, the “Confirming Released Claims”). This Agreement Confirming Release is not intended to indicate that any such claims exist or that, if they do exist, they are meritorious. Rather, Xxxxxxx Executive is simply agreeing that, in exchange for any the consideration received by him pursuant to Section 2as a result of his execution of this Confirming Release, any and all potential claims of this nature that Xxxxxxx Executive may have against the Confirming Release Company Parties, regardless of whether they actually exist, are expressly settled, compromised and waived. (b) Notwithstanding this release of liability, nothing in this Confirming Release prevents Executive from filing any non-legally waivable claim, including a challenge to the validity of the Release with the Equal Employment Opportunity Commission (“EEOC”) or comparable state or local agency, or participating in (or cooperating with) any investigation or proceeding conducted by the EEOC or comparable state or local agency; however, Executive understands and agrees that he is waiving any and all rights to recover any monetary or personal relief or recovery as a result of such EEOC or comparable state or local agency proceeding or subsequent legal actions. Notwithstanding Further, in no event shall the foregoing, the Confirming Released Claims do not include any existing claim which arises after the date this Confirming Release is executed by Executive, including: (i) any claim to enforce Executive’s rights under the Separation Agreement or the Confidentiality Agreement; or (ii) any claim to indemnification and advancement of expenses incurred any vested benefits under an employee benefit plan governed by ERISA. Nothing in connection with this Release limits Executive’s right, if any, to receive an award for information provided to the same that Xxxxxxx has under Delaware law SEC or any agreement with the Company. THIS RELEASE INCLUDES MATTERS ATTRIBUTABLE TO THE SOLE OR PARTIAL NEGLIGENCE (WHETHER GROSS OR SIMPLE) OR OTHER FAULT, INCLUDING STRICT LIABILITY, OF ANY OF THE COMPANY PARTIESother Government Agency.

Complete Release of Claims. (a) In exchange for the consideration received by Xxxxxxx Wxxxxx herein, which consideration Xxxxxxx Wxxxxx was not entitled to but for Xxxxxxx’x Wxxxxx’x entry into this Agreement andAgreement, if applicable, the Confirming Release, Xxxxxxx Wxxxxx hereby releases, discharges and forever acquits the Company Company, Parent, and its their respective Affiliates (as defined below) and subsidiaries, and each of the foregoing entities’ respective past, present and future members, partners (including general partners and limited partners), directors, trustees, officers, managers, employees, agents, attorneys, heirs, legal representatives, insurers, benefit plans (and their fiduciaries, administrators and trustees), and the successors and assigns of the foregoing, in their personal and representative capacities (collectively, the “Company Parties”), from liability for, and hereby waives, any and all claims, damages, or causes of action of any kind related to Xxxxxxx’x Wxxxxx’ ownership of any interest in any Company Party, Xxxxxxx’x Wxxxxx’x employment with any Company Party, the termination of such employment, and any other acts or omissions related to any matter occurring on or prior to the date that Xxxxxxx Wxxxxx executes this Agreement, including (i) any alleged violation through such date of: (A) any federal, state or local anti-discrimination law or anti-retaliation law, regulation or ordinance including Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, Sections 1981 through 1988 of Title 42 of the United States Code, as amended and the Americans with Disabilities Act of 1990, as amended; (B) the Employee Retirement Income Security Act of 1974, as amended (“ERISA”)amended; (C) the Immigration Reform Control Act, as amended; (D) the National Labor Relations Act, as amended; (E) the Occupational Safety and Health Act, as amended; (F) the Family and Medical Leave Act of 1993; (G) the Texas Labor Code (specifically including the Texas Payday Law, the Texas Anti-Retaliation Act, Chapter 21 of the Texas Labor Code, and the Texas Whistleblower Act); (H) any federal, state or local wage and hour law; (I) the Age Discrimination in Employment Act of 1967 (including as amended by the Older Workers Benefit Protection Act); (J) any other local, state or federal law, regulation or ordinance; or (JK) any public policy, contract, tort, or common law claim; (ii) any allegation for costs, fees, or other expenses including attorneys’ fees incurred in or with respect to a Released Claim; (iii) any and all rights, benefits or claims Xxxxxxx Wxxxxx may have under any employment contract, severance plan, incentive compensation plan, or equity-equity based plan with any Company Party (including any award agreement) or to any ownership interest in any Company Party, including the 2017 Plan, the 2020 Plan and the ProPetro Services, Inc. Second Amended and Restated Executive Severance Plan; and (iv) any claim for compensation or benefits of any kind not expressly set forth in this Agreement (collectively, the “Released Claims”). This Agreement is not intended to indicate that any such claims exist or that, if they do exist, they are meritorious. RatherRxxxxx, Xxxxxxx Wxxxxx is simply agreeing that, in exchange for any consideration received by him pursuant to Section 2, any and all potential claims of this nature that Xxxxxxx Wxxxxx may have against the Company Parties, regardless of whether they actually exist, are expressly settled, compromised and waived. Notwithstanding the foregoing, the Released Claims do not include (I) any existing rights to indemnification and indemnification, advancement of expenses incurred in connection with the same same, or directors’ and officers’ liability insurance coverage that Xxxxxxx Wxxxxx has under Delaware law law, the charter, bylaws, other organizational documents and insurance policies of any Company Party or any agreement with any Company Party; and (II) any rights to enforce the Companyterms of this Agreement, including those in Section 2 of this Agreement related to incentive compensation and equity. THIS RELEASE INCLUDES MATTERS ATTRIBUTABLE TO THE SOLE OR PARTIAL NEGLIGENCE (WHETHER GROSS OR SIMPLE) OR OTHER FAULT, INCLUDING STRICT LIABILITY, OF ANY OF THE COMPANY PARTIES.

Complete Release of Claims. (a) In exchange for For good and valuable consideration, including the consideration received by Xxxxxxx hereinset forth in Section 3 (and any portion thereof), which consideration Xxxxxxx was not entitled to but for Xxxxxxx’x entry into this Agreement andEmployee hereby forever releases and discharges the Company, if applicableParent, the Confirming Releaseeach of their respective affiliates, Xxxxxxx hereby releasesand each of their respective past, discharges present, and forever acquits the Company and its Affiliates (as defined below) and future parents, subsidiaries, predecessors, successors, and assigns, along with each of the foregoing entities’ respective pastaffiliates, present and future membersowners, partners (including general partners and limited shareholders, partners), officers, directors, trustees, officersmembers, managers, employees, trustees, representatives, agents, attorneys, heirssuccessors, legal representativesadministrators, fiduciaries, insurers, and benefit plans (and their fiduciaries, administrators and trustees), and the successors trustees and assigns fiduciaries of the foregoingsuch plans, in their personal and representative capacities (collectively, the “Company Parties”), from liability for) from, and Employee hereby waives, any and all claims, demands, liabilities, and causes of action, whether statutory or at common law, including any claim for salary, benefits, payments, expenses, costs, damages, penalties, compensation, remuneration, contractual entitlements, and all claims or causes of action of any kind related to Xxxxxxx’x ownership of any interest in any Company Party, Xxxxxxx’x employment with any Company Party, the termination of such employment, and any other acts or omissions related relating to any matter occurring that actually or allegedly occurred, whether known or unknown, on or prior to the date that Xxxxxxx executes this AgreementSigning Date, including including, (i) any alleged violation through such date of: (A) any federal, state or local anti-discrimination law or anti-retaliation law, regulation or ordinance the Age Discrimination in Employment Act of 1967 (including as amended by the Older Workers Benefit Protection Act); (B) Title VII of the Civil Rights Act of 1964, as amended, ; (C) the Civil Rights Act of 1991, ; (D) Sections 1981 through 1988 of Title 42 of the United States Code, as amended and ; (E) ERISA; (F) the Immigration Reform Control Act; (G) the Americans with Disabilities Act of 1990, as amended; (B) the Employee Retirement Income Security Act of 1974, as amended (“ERISA”); (C) the Immigration Reform Control Act, as amended; (DH) the National Labor Relations Act, as amended; (EI) the Occupational Safety and Health Act, as amended; (FJ) the Family and Medical Leave Act of 1993; (GK) the Texas Labor Code (specifically including the Texas Payday Law, the Texas Anti-Anti- Retaliation Act, Chapter 21 of the Texas Labor Code, and the Texas Whistleblower Act); (HL) any federallocal, state state, or local wage and hour federal anti-discrimination or anti-retaliation law; and (IM) any other local, state state, or federal law, regulation regulation, or ordinance; or (Jii) any public policy, contract, tort, or common law claim; (iiiii) any allegation for costs, fees, or other expenses expenses, including attorneys’ fees incurred in or with respect fees, related to a any Released Claim; (iiiiv) any and all rights, benefits or claims Xxxxxxx Employee may have arising under or as the result of any alleged breach of any contract (including any offer letter, other employment contract, or incentive compensation plan, or equity-based compensation plan or agreement) with any Company Party Parties; (including v) any award agreement) claim arising from, or to relating to, Employee’s status as a holder of any ownership interest interests in the Company or any other Company Party; and (ivvi) any claim for compensation or benefits of any kind not expressly set forth in this Agreement (collectively, the “Released Claims”). This Agreement is not intended to indicate that any such claims exist or that, if they do exist, they are meritorious. Rather, Xxxxxxx Employee is simply agreeing that, in exchange for any consideration received by him Employee pursuant to Section 23, any and all potential claims of this nature described in this Section 5 that Xxxxxxx Employee may have against the Company Parties, regardless of whether they actually exist, are expressly settled, compromised compromised, and waived. Notwithstanding the foregoing, the Released Claims do not include any existing rights to indemnification and advancement of expenses incurred in connection with the same that Xxxxxxx has under Delaware law or any agreement with the Company. THIS RELEASE INCLUDES MATTERS ATTRIBUTABLE TO THE SOLE OR PARTIAL NEGLIGENCE (WHETHER GROSS OR SIMPLE) OR OTHER FAULT, INCLUDING STRICT LIABILITY, OF ANY OF THE COMPANY PARTIES. (b) Notwithstanding this release of liability, nothing in this Agreement prevents Employee from filing any non-legally waivable claim, including a challenge to the validity of this Agreement, with the Equal Employment Opportunity Commission (“EEOC”), Securities and Exchange Commission (“SEC”) or other Governmental Authority, or participating in (or cooperating with) any investigation or proceeding conducted by the EEOC, SEC or other Governmental Authority; however, Employee understands and agrees that Employee is waiving any and all rights to recover any monetary or personal relief or recovery from a Company Party as a result of any Governmental Authority proceeding or subsequent legal actions. Further, in no event shall the Released Claims include (i) any claim that first arises after the Signing Date, including any claim to enforce Employee’s rights under this Agreement, (ii) any claim to any vested benefits under ERISA, (iii) any right to receive an award for information provided to any Governmental Authorities (including the SEC); (iv) any right or claim to indemnification arising under the governing documents of any of the Company Parties or otherwise; and (v) any claim that cannot be legally waived or released as a matter of law.

Complete Release of Claims. (a) In exchange for For good and valuable consideration, including the consideration received by Xxxxxxx hereinset forth in Section 2 of the Separation Agreement (and any portion thereof), which consideration Xxxxxxx was not entitled to but for Xxxxxxx’x entry into this Agreement and, if applicable, the Confirming Release, Xxxxxxx hereby releases, Employee forever releases and discharges and forever acquits the Company and its Affiliates (as defined below) and subsidiarieseach other Company Party from, and each of the foregoing entities’ respective past, present and future members, partners (including general partners and limited partners), directors, trustees, officers, managers, employees, agents, attorneys, heirs, legal representatives, insurers, benefit plans (and their fiduciaries, administrators and trustees), and the successors and assigns of the foregoing, in their personal and representative capacities (collectively, the “Company Parties”), from liability for, and hereby Employee waives, any and all claims, demands, liabilities, and causes of action, whether statutory or at common law, including any claim for salary, benefits, payments, expenses, costs, damages, penalties, compensation, remuneration, contractual entitlements, and all claims or causes of action of any kind related to Xxxxxxx’x ownership of any interest in any Company Party, Xxxxxxx’x employment with any Company Party, the termination of such employment, and any other acts or omissions related relating to any matter occurring that actually or allegedly occurred, whether known or unknown, on or prior to the date that Xxxxxxx executes Employee signs this AgreementConfirming Release, including including, (i) any alleged violation through such date of: (A) any federalthe Family and Medical Leave Act of 1993, state or local anti-discrimination law or anti-retaliation law, regulation or ordinance including as amended; (B) Title VII of the Civil Rights Act of 1964, as amended, ; (C) the Civil Rights Act of 1991, ; (D) Sections 1981 through 1988 of Title 42 of the United States Code, as amended and amended; (E) ERISA; (F) the Immigration Reform Control Act, as amended; (G) the Americans with Disabilities Act of 1990, as amended; (B) the Employee Retirement Income Security Act of 1974, as amended (“ERISA”); (C) the Immigration Reform Control Act, as amended; (DH) the National Labor Relations Act, as amended; (EI) the Occupational Safety and Health Act, as amended; (FJ) the Family and Medical Leave Genetic Information Nondiscrimination Act of 19932008; (GK) the Fair Labor Standards Act of 1938, as amended; (L) the Age Discrimination in Employment Act of 1967, as amended (including as amended by the Older Workers Benefits Protection Act); (M) the Xxxxxxxx-Xxxxx Act of 2002 and the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act; (N) any local, state, or federal anti-discrimination or anti-retaliation law; (O) any other local, state, or federal law, regulation, or ordinance including the laws of the State of Texas and the Texas Labor Code (specifically including the Texas Payday Law, the Texas Anti-Retaliation Act, Chapter 21 of the Texas Labor Code, and the Texas Whistleblower Act); and (H) any federal, state or local wage and hour law; (IP) any other locallocal or state law, regulation, or ordinance in a state or federal law, regulation jurisdiction where Employee worked on behalf of the Company or ordinanceany of the other Company Parties; or (Jii) any claim for any alleged violation of any public policy, contract, tort, or common law claimlaw, including any claim for defamation, slander, libel, negligence, emotional distress, fraud or misrepresentation of any kind, promissory estoppel, breach of the covenant or implied duty of good faith and fair dealing, breach of implied or express contract, interference with contractual relations or prospective business advantage, invasion of privacy, breach of fiduciary duty or wrongful discharge; (iiiii) any allegation for costs, fees, or other expenses expenses, including attorneys’ fees incurred in or with respect fees, related to a any Confirming Released Claim; (iiiiv) any and all rights, benefits or claims Xxxxxxx Employee may have arising under or as the result of any alleged breach of any contract (including the Employment Agreement and any other offer letter, employment contract, or incentive compensation plan, or equity-based compensation plan or agreement, including the Plan and any Equity Award) with the Company or any Company Party (including any award agreement) or to any ownership interest in any other Company Party; and (ivv) any claim for compensation or benefits of any kind not expressly set forth in the Separation Agreement or this Agreement Confirming Release; and (vi) any and all claims arising from, or US 9340655 relating to, the Plan or any Equity Award, or Employee’s status as a holder of performance share units or shares of restricted stock, or otherwise arising (whether directly or derivately) as the result of Employee being a holder of any shares, equity or interest in any Company Party (collectively, the “Confirming Released Claims”). This Agreement Confirming Release is not intended to indicate that any such claims exist or that, if they do exist, they are meritorious. Rather, Xxxxxxx Employee is simply agreeing that, in exchange for any consideration received by him Employee pursuant to Section 22 of the Separation Agreement (and any portion thereof), any and all potential claims of this nature that Xxxxxxx Employee may have against the Company or the other Company Parties, regardless of whether they actually exist, are expressly settled, compromised compromised, and waived. Notwithstanding the foregoing, the Released Claims do not include any existing rights to indemnification and advancement of expenses incurred in connection with the same that Xxxxxxx has under Delaware law or any agreement with the Company. THIS CONFIRMING RELEASE INCLUDES MATTERS KNOWN OR UNKNOWN AND ATTRIBUTABLE TO THE SOLE OR PARTIAL NEGLIGENCE (WHETHER GROSS OR SIMPLE) OR OTHER FAULT, INCLUDING STRICT LIABILITY, OF ANY OF THE COMPANY OR COMPANY PARTIES. (b) Notwithstanding this release of liability, nothing in this Confirming Release prevents Employee from filing any non-legally waivable claim, including a challenge to the validity of this Confirming Release, with the Equal Employment Opportunity Commission (“EEOC”), Securities and Exchange Commission, or other Governmental Authority, or participating in (or cooperating with) any investigation or proceeding conducted by the EEOC, Securities and Exchange Commission, or other Governmental Authority; however, Employee understands and agrees that Employee is waiving any and all rights to recover any monetary or personal relief or recovery from any Company Party or as a result of such EEOC, Securities and Exchange Commission, or other Governmental Authority proceeding or subsequent legal actions. Further, in no event shall the Confirming Released Claims include (i) any claim that first arises after the date Employee signs this Confirming Release, including any claim to enforce Employee’s rights under Section 2 of the Separation Agreement; (ii) any claim to any vested benefits under ERISA that cannot be released pursuant to ERISA; (iii) any rights to severance pay or benefits pursuant to the terms of the Separation Agreement or (iv) any right to receive an award for information provided to any Governmental Authorities. In addition, nothing herein prevents Employee from seeking workers’ compensation or unemployment insurance benefits.