Common use of Employee Release Clause in Contracts

Employee Release. In exchange for the consideration provided for in this Agreement, Employee irrevocably and unconditionally releases the Company, its predecessors, parents, subsidiaries, affiliates, and past, present and future officers, directors, agents, consultants, employees, representatives, and insurers, as applicable, together with all successors and assigns of any of the foregoing (collectively, the “Releasees”), of and from all claims, demands, actions, causes of action, rights of action, contracts, controversies, covenants, obligations, agreements, damages, penalties, interest, fees, expenses, costs, remedies, reckonings, extents, responsibilities, liabilities, suits, and proceedings of whatsoever kind, nature, or description, direct or indirect, vested or contingent, known or unknown, suspected or unsuspected, in contract, tort, law, equity, or otherwise, under the laws of any jurisdiction, that the Employee or his predecessors, legal representatives, successors or assigns, ever had, now has, or hereafter can, shall, or may have, against the Releasees, as set forth above, jointly or severally, for, upon, or by reason of any matter, cause, or thing whatsoever from the beginning of the world through, and including, the date of this Agreement (“Claims”). Such release includes, but is not limited to, the violation of any express or implied contract; any federal, state or local laws, restricting an employer’s right to terminate employees, or otherwise regulating employment; workers compensation, wage and hour, or other employee relations statutes, executive orders, ordinance, or regulations, including any rights or claims under Title VII of the Civil Rights Act of 1964, as amended the Civil Rights Act of 1991, the Americans with Disabilities Act of 1990, the Rehabilitation Act of 1973, the Family and Medical Leave Act of 1993, the Civil Rights Act of 1866, the Employee Retirement Income Security Act of 1974, the Age Discrimination in Employment Act of 1967, the Fair Labor Standards Act, the WARN Act, the California Wage Orders, the California Labor Code Sections 207, 1183, and 6404.5, the California Occupational Safety and Health Act; AB 1825; the California Family Rights Act and/or any other state or local laws covering the same subject matter; tort (including, without limitation, negligent conduct, invasion of privacy and defamation); any federal, state, or local laws providing recourse for retaliation, wrongful discharge, dismissal or other obligations arising out of public policy, physical or personal injury, fraud, negligent misrepresentations, and similar or related claims. The laws referred to in this section include statutes, regulations, other administrative guidance, and common law doctrines. Any and all claims and/or disputes arising out of or relating to any of the foregoing shall be, and are, finally compromised, released and settled. Notwithstanding the foregoing, this release does not include Employee’s right to enforce the terms of this Agreement. Employee understands that this Agreement releases claims that he may not know about. This is Employee’s knowing and voluntary intent, even though Employee recognizes that someday he might learn that some or all of the facts that he currently believes to be true are untrue and even though he might then regret having signed this Agreement. Except to enforce this Agreement, Employee agrees that he will not pursue, file or assert or permit to be pursued, filed or asserted any civil action, suit or legal proceeding seeking equitable or monetary relief (nor will he seek or in any way obtain or accept any such relief in any civil action, suit or legal proceeding) in connection with any matter concerning his employment relationship with the Company and/or the termination thereof with respect to all of the claims released herein arising from the beginning of the world up to and including the date of execution of this Agreement (whether known or unknown to him and including any continuing effects of any acts or practices prior to the date of execution of this Agreement). Except for the payments and benefits set forth herein, Employee acknowledges that he has been paid all wages and other amounts due to him and that he is not entitled to any other payments or benefits of any kind. If Employee should bring any action arising out of the subject matter covered by this Agreement, except to enforce this Agreement, he understands and recognizes that he will, at the option of the Company, be considered in breach of this Agreement and shall be required to immediately return any and all funds received pursuant to this Agreement. Furthermore, if the Company should prevail concerning any or all of the issues so presented, Employee shall pay to the Company all of the costs and expenses of defense, including attorney’s fees. The Employee agrees that this Agreement does not constitute any admission by the Company that any personnel action it took with respect to the Employee was wrongful, unlawful, tortious, in contravention to the laws or public policies of the State of California, in breach of any written or oral contract, or in violation of any federal statute, regulation, and/or constitutional provision. Nothing contained in this Agreement is intended to nor shall be construed to waive or release Employee's right (a) to indemnification under California Labor Code Section 2802or Corporations Code Section 317, or (b) to receive any and all pension, profit-sharing or other vested benefits which Employee possesses as of the date of his separation.

Employee Release. In exchange consideration of the Severance Benefits, the receipt and adequacy of which are hereby acknowledged by Employee, Employee, for the consideration provided for in this AgreementEmployee, Employee irrevocably Employee’s heirs, executors, administrators, successors and unconditionally assigns, hereby releases and discharges the Company, its predecessors, parents, subsidiariesparent companies, affiliates, associated companies, and pastsubsidiaries, their respective associated companies and subsidiaries, all of their respective present and future former officers, directors, agentssupervisors, consultantsmanagers, employees, stockholders, agents, attorneys and representatives, and insurers, as applicable, together with all the successors and assigns of any of the foregoing such persons and entities (collectively, the “ReleaseesReleased Parties”), of from any and from all claims, demands, actions, causes of action, rights of actionsuits, contractsdebts, controversies, covenantsjudgments, obligations, agreementsdecrees, damages, penalties, interest, fees, expenses, costs, remedies, reckonings, extents, responsibilities, liabilities, suitscovenants, contracts and proceedings of whatsoever kindagreements, nature, or description, direct or indirect, vested or contingent, whether known or unknown, suspected in law or unsuspectedequity, in contract, tort, whether statutory or common law, equitywhether federal, state, local or otherwise, under the laws including, but not limited to, any claims relating to, or arising out of any jurisdiction, that aspect of Employee’s employment with the Employee or his predecessors, legal representatives, successors or assigns, ever had, now hasCompany, or hereafter canthe termination of such employment, shallincluding without limitation: ||| (a) any and all claims arising under any federal, state, or may havelocal statute, against the Releasees, as set forth above, jointly or severally, for, upon, or by reason of any matter, cause, or thing whatsoever from the beginning of the world through, and including, the date of this Agreement (“Claims”). Such release includes, including but is not limited to, the violation Age Discrimination in Employment Act of any express or implied contract; any federal1967, state or local lawsas amended by the Older Workers Benefit Protection Act (“ADEA”), restricting an employer’s right to terminate employeesas amended, or otherwise regulating employment; workers compensation, wage and hour, or other employee relations statutes, executive orders, ordinance, or regulations, including any rights or claims under Title VII of the Civil Rights Act of 1964, as amended amended, the Civil Rights Rehabilitation Act of 19911973, the Americans with Disabilities Act of 1990, the Rehabilitation Civil Rights Act of 1973, the Family and Medical Leave Act of 19931866, the Civil Rights Act of 18661991, the Employee Retirement Income Security Act of 1974, the Age Discrimination in Employment Family Medical Leave Act of 19671993, the Fair Immigration Reform and Control Act of 1986, the Texas Labor Standards Code, the Texas Commission on Human Rights Act, the WARN Act, the California Wage Orders, the California Labor Code Sections 207, 1183, as amended; (b) any and 6404.5, the California Occupational Safety and Health Act; AB 1825; the California Family Rights Act and/or all claims arising under any other state or local laws covering the same subject matter; tort (including, without limitation, negligent conduct, invasion of privacy and defamation); any federal, state, or local laws providing recourse for retaliationlabor law, wrongful dischargecivil rights law, dismissal or other obligations arising out of public policy, physical or personal injury, fraud, negligent misrepresentations, and similar or related claims. The laws referred to in this section include statutes, regulations, other administrative guidance, and common law doctrines. Any human rights law; (c) any and all claims and/or disputes arising out under common law, including, but not limited to, claims for defamation, libel, slander, false imprisonment, breach of contract, or relating tortious interference with business relations; and (d) any and all claims for monetary recovery, including but not limited to, severance pay, back pay, front pay, liquidated, compensatory and punitive damages, attorneys’ fees, disbursements and costs. To the extent any claim is not releasable, Employee acknowledges that the Severance Benefits more than offset any monetary sums owing to Employee from any of the foregoing non-releasable claim. Nothing herein shall be, and are, finally compromised, released and settled. Notwithstanding the foregoing, this release does not include be construed to prohibit Employee from exercising Employee’s right to enforce rights as specified in Paragraph 9(c) or shall prevent Employee from enforcing the terms of this Agreement. Employee understands that this Agreement releases claims that he may not know about. This is Employee’s knowing and voluntary intent, even though Employee recognizes that someday he might learn that some or all of the facts that he currently believes to be true are untrue and even though he might then regret having signed this Agreement. Except to enforce this Agreement, Employee agrees that he will not pursue, file or assert or permit to be pursued, filed or asserted any civil action, suit or legal proceeding seeking equitable or monetary relief (nor will he seek or in any way obtain or accept any such relief in any civil action, suit or legal proceeding) in connection with any matter concerning his employment relationship with the Company and/or the termination thereof with respect to all of the claims released herein arising from the beginning of the world up to and including the date of execution of this Agreement (whether known or unknown to him and including any continuing effects of any acts or practices prior to the date of execution of this Agreement). Except for the payments and benefits set forth herein, Employee acknowledges that he has been paid all wages and other amounts due to him and that he is not entitled to any other payments or benefits of any kind. If Employee should bring any action arising out of the subject matter covered by this Agreement, except to enforce this Agreement, he understands and recognizes that he will, at the option of the Company, be considered in breach of this Agreement and shall be required to immediately return any and all funds received pursuant to this Agreement. Furthermore, if the Company should prevail concerning any or all of the issues so presented, Employee shall pay to the Company all of the costs and expenses of defense, including attorney’s fees. The Employee agrees that this Agreement does not constitute any admission by the Company that any personnel action it took with respect to the Employee was wrongful, unlawful, tortious, in contravention to the laws or public policies of the State of California, in breach of any written or oral contract, or in violation of any federal statute, regulation, and/or constitutional provision. Nothing contained in this Agreement is intended to nor shall be construed to waive or release Employee's right (a) to indemnification under California Labor Code Section 2802or Corporations Code Section 317, or (b) to receive any and all pension, profit-sharing or other vested benefits which Employee possesses as of the date of his separation.

Employee Release. (a) In exchange for consideration of the consideration provided for payments, benefits and covenants contained in this Agreement, Employee irrevocably Rxxxxxxxx, for himself and unconditionally for his children, heirs, administrators, representatives, executors, successors and assigns, releases and gives up any and all claims and rights which Rxxxxxxxx has, may have or hereafter may have against the Company, its predecessorsrespective owners, parentsmembers, subsidiaries, affiliates, and pastpredecessors, present and future successors, assigns, officers, directors, agentsshareholders, consultantsemployees and agents and all of their predecessors, employees, representatives, and insurers, as applicable, together with all successors and assigns of any (the “Company Releasees”) from the beginning of the foregoing (collectivelyworld until the date of the execution of this Agreement, the “Releasees”)including, of but not limited to, any and from all charges, complaints, claims, demandsliabilities, obligations, promises, agreements, controversies, damages, remedies, actions, causes of action, rights of actionsuits, contractsrights, controversies, covenants, obligations, agreements, damages, penalties, interest, fees, expensesdemands, costs, remedieslosses, reckoningsdebts and expenses (including attorneys’ fees and costs) of any nature whatsoever, extents, responsibilities, liabilities, suits, and proceedings of whatsoever kind, nature, or description, direct or indirect, vested or contingent, whether known or unknown, suspected whether in law or unsuspectedequity (collectively, in contract, tort, law, equity, or otherwise, under the laws of any jurisdiction, that the Employee or his predecessors, legal representatives, successors or assigns, ever had, now has, or hereafter can, shall, or may have, against the Releasees, as set forth above, jointly or severally, for, upon, or by reason of any matter, cause, or thing whatsoever from the beginning of the world through, and including, the date of this Agreement (“Claims”). Such release includes, including, but is not limited to, any Claims (i) arising out of or related to Rxxxxxxxx’x employment with the violation Company; (ii) arising out of or related to the termination of his employment with the Company; (iii) arising out of or related to the Separation Agreement, the Employment Agreement or the Option Agreement; (iv) based on any other contract, whether express or implied contractimplied, written or oral; or (v) arising under or related to the United States and/or State Constitutions, federal and/or common law, and/or rights arising out of alleged violations of any federal, state or local laws, restricting an employer’s right to terminate employees, or otherwise regulating employment; workers compensation, wage and hour, or other employee relations governmental statutes, executive ordersregulations or ordinances or the laws of any country or jurisdiction including, ordinancewithout limitation, or regulationsthe National Labor Relations Act, including any rights or claims under Title VII of the Civil Rights Act of 1964, as amended the Civil Rights Age Discrimination in Employment Act of 19911967, the Older Workers’ Benefit Protection Act of 1990, the Americans with Disabilities Act of 1990, the Rehabilitation Civil Rights Act of 1973, the Family and Medical Leave Act of 19931871, the Civil Rights Act of 18661991, the Equal Pay Act of 1963, the Worker Adjustment and Retraining Notification Act of 1988, the Employee Retirement Income Security Act of 1974, the Age Discrimination in Ohio Fair Employment Act of 1967, the Fair Labor Standards Practices Act, the WARN ActNew York Labor Law, the California Wage OrdersNew York State Human Rights Law and the New York City Human Rights Law, all as amended. This Section releases all Claims related, but not limited to, the California Labor Code Sections 207right to the payment of wages, 1183bonuses, vacation, pension benefits or any other employee benefits, and 6404.5, the California Occupational Safety and Health Act; AB 1825; the California Family Rights Act and/or any other rights arising under federal, state or local laws covering prohibiting discrimination and/or harassment on the same subject matter; tort (includingbasis of race, without limitationcolor, negligent conductreligion, invasion of privacy and defamation); religious creed, sex, sexual orientation, national origin, ancestry, age, mental retardation, learning disability or blindness, mental or physical disability, disorder or handicap, alienage or citizenship status, marital status or domestic partnership status, genetic information, military status or any federal, state, or local laws providing recourse for retaliation, wrongful discharge, dismissal or other obligations arising out of public policy, physical or personal injury, fraud, negligent misrepresentations, and similar or related claimsbasis prohibited by law. The laws referred to in this section include statutes, regulations, other administrative guidance, and common law doctrines. Any and all claims and/or disputes arising out of or relating to any of the foregoing shall be, and are, finally compromised, released and settled. Notwithstanding the foregoing, this release does not include Employee’s right to enforce the terms of this Agreement. Employee understands that this Agreement releases claims that he may not know about. This is Employee’s knowing and voluntary intent, even though Employee recognizes that someday he might learn that some or all of the facts that he currently believes to be true are untrue and even though he might then regret having signed this Agreement. Except to enforce this Agreement, Employee agrees that he will not pursue, file or assert or permit to be pursued, filed or asserted any civil action, suit or legal proceeding seeking equitable or monetary relief (nor will he seek or in any way obtain or accept any such relief in any civil action, suit or legal proceeding) in connection with any matter concerning his employment relationship with the Company and/or the termination thereof with respect to all of the claims released herein arising from the beginning of the world up to and including the date of execution of this Agreement (whether known or unknown to him and including any continuing effects of any acts or practices prior to the date of execution of this Agreement). Except for the payments and benefits set forth herein, Employee Rxxxxxxxx acknowledges that he has been paid all wages and other amounts due to him and that he is not entitled to any other payments pay for any base salary, bonus, severance or benefits vacation pay, or the grant of any kind. If Employee should bring options to acquire Company stock, and that he releases all claims for any action of the foregoing benefits and payments. (b) This release does not waive or release any Claims that Rxxxxxxxx may have against the Company related to: (i) vested benefits under the Company’s 401(k) plan, if any; (ii) events occurring after the Effective Date; or (iii) enforcing the terms of this Agreement. (c) Rxxxxxxxx represents that he has not filed against the Company or any of the Company Releasees or any of their respective affiliates any Claims with any governmental or administrative agency, arbitral tribunal, administrative tribunal, self-regulatory body, or any court arising out of or related to his employment by the subject Company or any other matter covered by this Agreement, except arising on or prior to enforce this Agreement, he understands the date hereof. Rxxxxxxxx covenants and recognizes agrees that he willwill not, at directly or indirectly, commence or prosecute, or assist in the option filing, commencement or prosecution in any court any Claim brought either by Rxxxxxxxx or by any person or entity, against the Company or any of the CompanyCompany Releasees, be considered arising out of any of the matters set forth in breach this Agreement or based upon any Claim. Rxxxxxxxx further waives his right to any monetary recovery in connection with a local, state or federal governmental agency proceeding and his right to file a claim seeking monetary damages in any court. This Agreement does not (i) prohibit or restrict Rxxxxxxxx from communicating, providing relevant information to or otherwise cooperating with the EEOC or any other governmental authority with responsibility for the administration of fair employment practices laws regarding a possible violation of such laws or responding to any inquiry from such authority, including an inquiry about the existence of this Agreement and shall be required to immediately return any and all funds received pursuant to this Agreement. Furthermore, if the Company should prevail concerning any or all of the issues so presented, Employee shall pay to the Company all of the costs and expenses of defense, including attorney’s fees. The Employee agrees that this Agreement does not constitute any admission by the Company that any personnel action it took with respect to the Employee was wrongful, unlawful, tortious, in contravention to the laws or public policies of the State of California, in breach of any written or oral contract, or in violation of any federal statute, regulation, and/or constitutional provision. Nothing contained in this Agreement is intended to nor shall be construed to waive or release Employee's right (a) to indemnification under California Labor Code Section 2802or Corporations Code Section 317its underlying facts, or (bii) require Rxxxxxxxx to receive any and all pension, profit-sharing notify the Company of such communications or other vested benefits which Employee possesses as of the date of his separationinquiry.

Employee Release. (a) In exchange for consideration of the consideration provided for payments, benefits and covenants contained in this Agreement, Employee irrevocably Wxxxxxx, for himself and unconditionally for his children, heirs, administrators, representatives, executors, successors and assigns, releases and gives up any and all claims and rights which Wxxxxxx has, may have or hereafter may have against the Company, its predecessorsrespective owners, parentsmembers, subsidiaries, affiliates, and pastpredecessors, present and future successors, assigns, officers, directors, agentsshareholders, consultantsemployees and agents and all of their predecessors, employees, representatives, and insurers, as applicable, together with all successors and assigns of any (the “Company Releasees”) from the beginning of the foregoing (collectivelyworld until the date of the execution of this Agreement, the “Releasees”)including, of but not limited to, any and from all charges, complaints, claims, demandsliabilities, obligations, promises, agreements, controversies, damages, remedies, actions, causes of action, rights of actionsuits, contractsrights, controversies, covenants, obligations, agreements, damages, penalties, interest, fees, expensesdemands, costs, remedieslosses, reckoningsdebts and expenses (including attorneys’ fees and costs) of any nature whatsoever, extents, responsibilities, liabilities, suits, and proceedings of whatsoever kind, nature, or description, direct or indirect, vested or contingent, whether known or unknown, suspected whether in law or unsuspectedequity (collectively, in contract, tort, law, equity, or otherwise, under the laws of any jurisdiction, that the Employee or his predecessors, legal representatives, successors or assigns, ever had, now has, or hereafter can, shall, or may have, against the Releasees, as set forth above, jointly or severally, for, upon, or by reason of any matter, cause, or thing whatsoever from the beginning of the world through, and including, the date of this Agreement (“Claims”). Such release includes, including, but is not limited to, any Claims (i) arising out of or related to Weinreb’s employment with the violation Company; (ii) arising out of any or related to the termination of his employment with the Company, (iii) arising out of or related to the Employment Agreement; (iv) based on contract whether express or implied contract; implied, written or oral, and (v) arising under or related to the United States and/or State Constitutions, federal and/or common law, and/or rights arising out of alleged violations of any federal, state or local laws, restricting an employer’s right to terminate employees, or otherwise regulating employment; workers compensation, wage and hour, or other employee relations governmental statutes, executive ordersregulations or ordinances or the laws of any country or jurisdiction including, ordinancewithout limitation, or regulationsthe National Labor Relations Act, including any rights or claims under Title VII of the Civil Rights Act of 1964, as amended the Civil Rights Age Discrimination in Employment Act of 19911967, the Older Workers’ Benefit Protection Act of 1990, the Americans with Disabilities Act of 1990, the Rehabilitation Civil Rights Act of 1973, the Family and Medical Leave Act of 19931871, the Civil Rights Act of 18661991, the Equal Pay Act of 1963, the Worker Adjustment and Retraining Notification Act of 1988, the Employee Retirement Income Security Act of 1974, the Age Discrimination in Employment Act of 1967New York Labor Law, the Fair Labor Standards ActNew York State Human Rights Law and the New York City Human Rights Law, all as amended. This Section releases all Claims related, but not limited to, the WARN Actright to the payment of wages, the California Wage Ordersbonuses, the California Labor Code Sections 207vacation, 1183pension benefits or any other employee benefits, and 6404.5, the California Occupational Safety and Health Act; AB 1825; the California Family Rights Act and/or any other rights arising under federal, state or local laws covering prohibiting discrimination and/or harassment on the same subject matter; tort basis of race, color, religion, religious creed, sex, sexual orientation, national origin, ancestry, age, mental retardation, learning disability or blindness, mental or physical disability, disorder or handicap, alienage or citizenship status, marital status or domestic partnership status, genetic information, military status or any other basis prohibited by law. (including, without limitation, negligent conduct, invasion of privacy and defamation); any federal, state, or local laws providing recourse for retaliation, wrongful discharge, dismissal or other obligations arising out of public policy, physical or personal injury, fraud, negligent misrepresentations, and similar or related claims. The laws referred to in this section include statutes, regulations, other administrative guidance, and common law doctrines. Any and all claims and/or disputes arising out of or relating to any of the foregoing shall be, and are, finally compromised, released and settled. Notwithstanding the foregoing, this b) This release does not include Employeewaive or release any Claims that Wxxxxxx may have against the Company related to: (i) vested benefits under the Company’s right to enforce 401(k) plan; (ii) events occurring after the date he executes this Agreement; or (iii) enforcing the terms of this Agreement. Employee understands that this Agreement releases claims . (c) Wxxxxxx represents that he may has not know about. This is Employee’s knowing and voluntary intent, even though Employee recognizes that someday he might learn that some filed against the Company or all any of the facts that he currently believes Company Releasees or any of their respective affiliates any Claims with any governmental or administrative agency, arbitral tribunal, administrative tribunal, self-regulatory body, or any court arising out of or related to be true are untrue his employment by the Company or any other matter arising on or prior to the date hereof. Wxxxxxx covenants and even though he might then regret having signed this Agreement. Except to enforce this Agreement, Employee agrees that he will not pursuenot, file directly or assert indirectly, commence or permit to be pursuedprosecute, filed or asserted any civil actionassist in the filing, suit commencement or legal proceeding seeking equitable or monetary relief (nor will he seek or prosecution in any way obtain court any Claim brought either by Wxxxxxx or accept by any such relief person or entity, against the Company or any of the Company Releasees, arising out of any of the matters set forth in this Agreement or based upon any civil action, suit or legal proceeding) Claim. Wxxxxxx further waives his right to any monetary recovery in connection with a local, state or federal governmental agency proceeding and his right to file a claim seeking monetary damages in any matter concerning his employment relationship court. This Agreement does not (i) prohibit or restrict Wxxxxxx from communicating, providing relevant information to or otherwise cooperating with the Company and/or EEOC or any other governmental authority with responsibility for the termination thereof with respect administration of fair employment practices laws regarding a possible violation of such laws or responding to all of any inquiry from such authority, including an inquiry about the claims released herein arising from the beginning of the world up to and including the date of execution existence of this Agreement (whether known or unknown to him and including any continuing effects of any acts or practices prior to the date of execution of this Agreement). Except for the payments and benefits set forth herein, Employee acknowledges that he has been paid all wages and other amounts due to him and that he is not entitled to any other payments or benefits of any kind. If Employee should bring any action arising out of the subject matter covered by this Agreement, except to enforce this Agreement, he understands and recognizes that he will, at the option of the Company, be considered in breach of this Agreement and shall be required to immediately return any and all funds received pursuant to this Agreement. Furthermore, if the Company should prevail concerning any or all of the issues so presented, Employee shall pay to the Company all of the costs and expenses of defense, including attorney’s fees. The Employee agrees that this Agreement does not constitute any admission by the Company that any personnel action it took with respect to the Employee was wrongful, unlawful, tortious, in contravention to the laws or public policies of the State of California, in breach of any written or oral contract, or in violation of any federal statute, regulation, and/or constitutional provision. Nothing contained in this Agreement is intended to nor shall be construed to waive or release Employee's right (a) to indemnification under California Labor Code Section 2802or Corporations Code Section 317its underlying facts, or (bii) require Wxxxxxx to receive any and all pension, profit-sharing notify the Company of such communications or other vested benefits which Employee possesses as of the date of his separationinquiry.

Employee Release. In exchange for the consideration provided for in this Agreement, Employee irrevocably and unconditionally releases the Company, its predecessors, parents, subsidiaries, affiliates, and past, present and future officers, directors, agents, consultants, employees, representatives, and insurers, as applicable, together with all successors and assigns of any of the foregoing (collectively, the “Releasees”), of and from all claims, demands, actions, causes of action, rights of action, contracts, controversies, covenants, obligations, agreements, damages, penalties, interest, fees, expenses, costs, remedies, reckonings, extents, responsibilities, liabilities, suits, and proceedings of whatsoever kind, nature, or description, direct or indirect, vested or contingent, known or unknown, suspected or unsuspected, in contract, tort, law, equity, or otherwise, under the laws of any jurisdiction, that the Employee or his predecessors, legal representatives, successors or assigns, ever had, now has, or hereafter can, shall, or may have, against the Releasees, as set forth above, jointly or severally, for, upon, or by reason of any matter, cause, or thing whatsoever from the beginning of the world through, and including, the date of this Agreement (“Claims”). Such release includes, but is not limited to, the violation of any express or implied contract; any federal, state or local laws, restricting an employer’s right to terminate employees, or otherwise regulating employment; workers compensation, wage and hour, or other employee relations statutes, executive orders, ordinance, or regulations, including any rights or claims under Title VII of the Civil Rights Act of 1964, as amended the Civil Rights Act of 1991, the Americans with Disabilities Act of 1990, the Rehabilitation Act of 1973, the Family and Medical Leave Act of 1993, the Civil Rights Act of 1866, the Employee Retirement Income Security Act of 1974, the Age Discrimination in Employment Act of 1967, the Fair Labor Standards Act, the WARN Act, the California Wage Orders, the California Labor Code Sections 207, 1183, and 6404.5, the California Occupational Safety and Health Act; AB 1825; the California Family Rights Act and/or or any other state or local laws covering the same subject matter; tort (including, without limitation, negligent conduct, invasion of privacy and defamation); any federal, state, or local laws providing recourse for retaliation, wrongful discharge, dismissal or other obligations arising out of public policy, physical or personal injury, fraud, negligent misrepresentations, and similar or related claims. The laws referred to in this section include statutes, regulations, other administrative guidance, and common law doctrines. Any and all claims and/or disputes arising out of or relating to any of the foregoing shall be, and are, finally compromised, released and settled. Notwithstanding the foregoing, this release does not include Employee’s right to enforce the terms of this Agreement. Employee understands that this Agreement releases claims that he may not know about. This is Employee’s knowing and voluntary intent, even though Employee recognizes that someday he might learn that some or all of the facts that he currently believes to be true are untrue and even though he might then regret having signed this Agreement. Except to enforce this Agreement, Employee agrees that he will not pursue, file or assert or permit to be pursued, filed or asserted any civil action, suit or legal proceeding seeking equitable or monetary relief (nor will he seek or in any way obtain or accept any such relief in any civil action, suit or legal proceeding) in connection with any matter concerning his employment relationship with the Company and/or the termination thereof with respect to all of the claims released herein arising from the beginning of the world up to and including the date of execution of this Agreement (whether known or unknown to him and including any continuing effects of any acts or practices prior to the date of execution of this Agreement). Except for the payments and benefits set forth herein, Employee acknowledges that he has been paid all wages and other amounts due to him and that he is not entitled to any other payments or benefits of any kind. If Employee should bring any action arising out of the subject matter covered by this Agreement, except to enforce this Agreement, he understands and recognizes that he will, at the option of the Company, be considered in breach of this Agreement and shall be required to immediately return any and all funds received pursuant to this Agreement. Furthermore, if the Company should prevail concerning any or all of the issues so presented, Employee shall pay to the Company all of the costs and expenses of defense, including attorney’s fees. The Employee agrees that this Agreement does not constitute any admission by the Company that any personnel action it took with respect to the Employee was wrongful, unlawful, tortious, in contravention to the laws or public policies of the State of California, in breach of any written or oral contract, or in violation of any federal statute, regulation, and/or constitutional provision. Nothing contained in this Agreement is intended to nor shall be construed to waive or release Employee's right (a) to indemnification under California Labor Code Section 2802or Corporations Code Section 317, or (b) to receive any and all pension, profit-sharing or other vested benefits which Employee possesses as of the date of his separation.

Employee Release. In exchange for the consideration provided for in this Agreement, Employee irrevocably and unconditionally releases the Company, its predecessors, parents, subsidiaries, affiliates, and past, present and future officers, directors, agents, consultants, employees, representatives, and insurers, as applicable, together with all successors and assigns of any of the foregoing (collectively, the “Releasees”), of and from all claims, demands, actions, causes of action, rights of action, contracts, controversies, covenants, obligations, agreements, damages, penalties, interest, fees, expenses, costs, remedies, reckonings, extents, responsibilities, liabilities, suits, and proceedings of whatsoever kind, nature, or description, direct or indirect, vested or contingent, known or unknown, suspected or unsuspected, in contract, tort, law, equity, or otherwise, under the laws of any jurisdiction, that the Employee or his her predecessors, legal representatives, successors or assigns, ever had, now has, or hereafter can, shall, or may have, against the Releasees, as set forth above, jointly or severally, for, upon, or by reason of any matter, cause, or thing whatsoever from the beginning of the world through, and including, the date of this Agreement (“Claims”). Such release includes, but is not limited to, the violation of any express or implied contract; any federal, state or local laws, restricting an employer’s right to terminate employees, or otherwise regulating employment; workers compensation, wage and hour, or other employee relations statutes, executive orders, ordinance, or regulations, including any rights or claims under Title VII of the Civil Rights Act of 1964, as amended the Civil Rights Act of 1991, the Americans with Disabilities Act of 1990, the Rehabilitation Act of 1973, the Family and Medical Leave Act of 1993, the Civil Rights Act of 1866, the Employee Retirement Income Security Act of 1974, the Age Discrimination in Employment Act of 1967, the Fair Labor Standards Act, the WARN Act, the California Wage Orders, the California Labor Code Sections 207, 1183, and 6404.5, the California Occupational Safety and Health Act; AB 1825; the California Family Rights Act and/or any other state or local laws covering the same subject matter; tort (including, without limitation, negligent conduct, invasion of privacy and defamation); any federal, state, or local laws providing recourse for retaliation, wrongful discharge, dismissal or other obligations arising out of public policy, physical or personal injury, fraud, negligent misrepresentations, and similar or related claims. The laws referred to in this section include statutes, regulations, other administrative guidance, and common law doctrines. Any and all claims and/or disputes arising out of or relating to any of the foregoing shall be, and are, finally compromised, released and settled. Notwithstanding the foregoing, this release does not include Employee’s right to enforce the terms of this Agreement. Employee understands that this Agreement releases claims that he she may not know about. This is Employee’s knowing and voluntary intent, even though Employee recognizes that someday he she might learn that some or all of the facts that he she currently believes to be true are untrue and even though he she might then regret having signed this Agreement. Except to enforce this Agreement, Employee agrees that he she will not pursue, file or assert or permit to be pursued, filed or asserted any civil action, suit or legal proceeding seeking equitable or monetary relief (nor will he she seek or in any way obtain or accept any such relief in any civil action, suit or legal proceeding) in connection with any matter concerning his her employment relationship with the Company and/or the termination thereof with respect to all of the claims released herein arising from the beginning of the world up to and including the date of execution of this Agreement (whether known or unknown to him her and including any continuing effects of any acts or practices prior to the date of execution of this Agreement). Except for the payments and benefits set forth herein, Employee acknowledges that he she has been paid all wages and other amounts due to him her and that he she is not entitled to any other payments or benefits of any kind. If Employee should bring any action arising out of the subject matter covered by any Claims released under this Agreement, except to enforce this Agreement, he she understands and recognizes that he she will, at the option of the Company, be considered in breach of this Agreement and shall be required to immediately return any and all funds received pursuant to this Agreement. Furthermore, if the Company should prevail concerning any or all of the issues so presented, Employee shall pay to the Company all of the costs and expenses of defenseassociated with prosecuting a claim for breach, including reasonable attorney’s fees. The Employee agrees that this Agreement does not constitute any admission by the Company that any personnel action it took with respect to the Employee was wrongful, unlawful, tortious, in contravention to the laws or public policies of the State of New York or California, in breach of any written or oral contract, or in violation of any federal statute, regulation, and/or constitutional provision. Nothing contained in this Agreement is intended to nor shall be construed to waive or release Employee's right (a) to indemnification under California Labor Code Section 2802or Corporations Code Section 317, or (b) to receive any and all pension, profit-sharing or other vested benefits which Employee possesses as of the date of his separation.