Common use of Employee’s Release Clause in Contracts

Employee’s Release. a. In consideration of the payments made herein, and not until all such payments are made, the sufficiency of which consideration is hereby acknowledged, Employee hereby releases and forever discharges the Bank, and its directors, affiliates, officers, agents and employees, from any and all causes of action or claims of any type that Employee might have from the beginning of the world through the date of Employee’s execution of this Agreement, arising or which could have arisen out of Employee’s employment relationship with the Bank, including but not limited to causes of action or claims of any type arising under the Age Discrimination In Employment Act of 1967, 29 USC §626 et seq. (“ADEA”), Title VII of the Civil Rights Act of 1964, 42 USC §2000e et seq. (“Title VII”), the Civil Rights Act of 1866, 42 USC §1981, the National Labor Relations Act, 29 USC §151 et seq., the Fair Labor Standards Act, 29 USC §201 et seq., the Americans With Disabilities Act, 42 USC §12101 et seq. (“ADA”), the Employee Retirement Income Security Act of 1974, 29 USC §1001 et seq., the Kentucky Human Rights Act, and any other Federal, state or local statute, law, ordinance, regulation or order that may give rise to any cause of action including, but not limited to, claims of age or sex discrimination or breach of contract and claims for back pay, earned or accrued vacation pay, bonus, earned commissions, damages and any other relief or remedy at law or at equity. Employee further covenants and agrees never to institute directly or indirectly or to participate in (unless otherwise required by law) any action or proceeding of any kind against the Bank, its directors, affiliates, officers, agents and employees, based on or related to his employment relationship with the Bank, including, but not limited to, an action asserting that the Bank discriminated against him on the basis of age or sex or an action asserting breach of contract, it being understood that there is no intent herein to interfere with the Equal Employment Opportunity Commission’s right to enforce Title VII, the ADA, or the ADEA. b. The Agreement is a full, complete and final settlement by Employee of any and all claims, actions, causes of action, damages or costs against the Bank resulting from or pertaining to Employee’s employment the Bank. c. The Agreement shall supersede and replace any and all prior written or oral agreements previously entered into between the Employee and the Bank and such prior agreements shall be null and void and of no consequence. d. Employee shall have up to twenty one (21) days from the date the Agreement is presented to Employee to sign the Agreement. If Employee signs the Agreement, Employee shall have seven (7) days from the date Employee signs the Agreement to revoke the Agreement. Employee shall not be entitled to any benefits contained herein until the seven (7) day revocation period has expired. This Agreement was presented to Employee on September 28, 2005. e. Except to the extent required to be disclosed by state or federal securities law, the Agreement and all its terms and provisions are strictly confidential and shall not be divulged or disclosed in any way to any person other than Employee’s spouse and legal counsel if Employee so desires, and Employee will protect the confidentiality of the Agreement in all regards. Should Employee choose to divulge the terms and conditions of the Agreement to Employee’s spouse or legal counsel, Employee shall ensure that they will be similarly bound to protect its confidentiality and that a breach of this paragraph by Employee’s spouse or legal counsel shall be considered a breach of this paragraph by Employee. f. Employee and the Bank have executed the Agreement voluntarily, with full knowledge of its significance. Both parties have had full opportunity to consult their respective legal counsel, as well as other persons of their choosing, before executing the Agreement. Employee acknowledges that he has carefully read the entire Agreement, that a copy of the Agreement was available to him prior to execution, that he knows and understands the provisions of the Agreement, and that he has signed the Agreement as his own free act and deed.

Employee’s Release. a. In consideration of the payments made promises set forth herein, and not until all such payments are made, the sufficiency of which consideration is hereby acknowledged, Employee hereby releases and forever discharges the Bank, and its directors, affiliates, officers, agents and employees, from any and all causes of action or claims of any type that Employee might have from the beginning of the world through the date of Employee’s execution of this Agreement, arising or which could have arisen out of Employee’s employment relationship with the Bank, including but not limited to causes of action or claims of any type arising under the Age Discrimination In Employment Act of 1967, 29 USC §626 et seq. (“ADEA”), Title VII of the Civil Rights Act of 1964, 42 USC §2000e et seq. (“Title VII”), the Civil Rights Act of 1866, 42 USC §1981, the National Labor Relations Act, 29 USC §151 et seq., the Fair Labor Standards Act, 29 USC §201 et seq., the Americans With Disabilities Act, 42 USC §12101 et seq. (“ADA”), the Employee Retirement Income Security Act of 1974, 29 USC §1001 et seq., the Kentucky Human Rights Act, and any other Federal, state or local statute, law, ordinance, regulation or order that may give rise to any cause of action including, but not limited to, claims of age or sex discrimination or breach of contract and claims for back pay, earned or accrued vacation pay, bonus, earned commissions, damages and any other relief or remedy at law or at equity. Employee further covenants and agrees never to institute directly or indirectly or to participate in (unless otherwise required by law) any action or proceeding of any kind against the Bank, its directors, affiliates, officers, agents and employees, based on or related to his employment relationship with the Bank, including, but not limited to, an action asserting that the Bank discriminated against him on the basis of age or sex or an action asserting breach of contract, it being understood that there is no intent herein to interfere with the Equal Employment Opportunity Commission’s right to enforce Title VII, the ADA, or the ADEA. b. The Agreement is a full, complete and final settlement by Employee of any and all claims, actions, causes of action, damages or costs against the Bank resulting from or pertaining to Employee’s employment the Bank. c. The Agreement shall supersede and replace any and all prior written or oral agreements previously entered into between the Employee and the Bank and such prior agreements shall be null and void and of no consequence. d. Employee shall have up to twenty twenty-one (21) days from the date the Agreement is presented to Employee to sign the Agreement. If Employee signs the Agreement, Employee shall have seven (7) days from the date Employee signs the Agreement to revoke the Agreement. Employee shall not be entitled to any benefits contained herein until the seven (7) day revocation period has expired. This Agreement was presented to Employee on September 28, 2005_______________. e. Except to the extent required to be disclosed by state or federal securities law, the Agreement and all its terms and provisions are strictly confidential and shall not be divulged or disclosed in any way to any person other than Employee’s spouse and legal counsel if Employee so desires, and Employee will protect the confidentiality of the Agreement in all regards. Should Employee choose to divulge the terms and conditions of the Agreement to Employee’s spouse or legal counsel, Employee shall ensure that they will be similarly bound to protect its confidentiality and that a breach of this paragraph by Employee’s spouse or legal counsel shall be considered a breach of this paragraph by Employee. f. Employee and the Bank have executed the Agreement voluntarily, with full knowledge of its significance. Both parties have had full opportunity to consult their respective legal counsel, as well as other persons of their choosing, before executing the Agreement. Employee acknowledges that he has carefully read the entire Agreement, that a copy of the Agreement was available to him prior to execution, that he knows and understands the provisions of the Agreement, and that he has signed the Agreement as his own free act and deed.

Employee’s Release. a. (a) In consideration of the payments made herein, and not until all such payments are made, the sufficiency of which consideration is hereby acknowledged, Employee hereby releases and forever discharges the Bank, and its directors, affiliates, officers, agents and employees, from any and all causes of action or claims of any type that Employee might have from the beginning of the world through the date of EmployeeCompany’s execution of obligations set forth in this Agreement, arising or which could have arisen out of Employee’s employment relationship with the Bank, including but not limited to the payments and benefits described in Paragraphs 2 and 3 above, you voluntarily, knowingly and willingly release and forever discharge the Company, and its parents, affiliates, and subsidiaries, together with their respective present or former officers, directors, partners, shareholders, employees, agents, and each of their predecessors, successors and assigns, in their individual and official capacities (collectively, the “Employee Releasees”) from any and all rights, claims, causes of action action, charges, demands, damages and liabilities of every kind whatsoever, known or unknown, suspected or unsuspected, which you or your executors, administrators, successors or assigns ever had, now have or hereafter can, shall or may have by reason of any matter, cause or thing whatsoever, arising from the beginning of time to the time you sign this Agreement (the “Release”). This Release includes, but is not limited to, any rights or claims relating in any way to your employment relationship with the Company or any of its parents, subsidiaries, or affiliates, any type rights or claims arising under the Age Discrimination In Employment Act of 1967any statute or regulation, 29 USC §626 et seq. (“ADEA”)including without limitation, Title VII of the Civil Rights Act of 1964, 42 USC §2000e et seq. (“Title VII”), the Civil Rights Act of 1866, 42 USC §19811991, the National Labor Relations Act, 29 USC §151 et seq.Age Discrimination in Employment Act of 1967 (“ADEA”), the Fair Labor Standards Older Workers Benefit Protection Act, 29 USC §201 et seq., the Americans With with Disabilities ActAct of 1990, 42 USC §12101 et seq. (“ADA”)the Family and Medical Leave Act of 1993, the Equal Pay Act of 1963, the Rehabilitation Act of 1973, the Employee Retirement Income Security Act of 1974, 29 USC §1001 et seq.the anti-retaliation provisions of the Fair Labor Standards Act, the Kentucky Human Rights Genetic Information Nondiscrimination Act, the National Labor Relations Act, the Fair Credit Reporting Act, Section 1981 of the Civil Rights Act of 1866, the Worker Adjustment Retraining and Notification (“WARN”) Act and any other Federal, state or local statute, law, ordinance, regulation or order that may give rise to any cause of action WARN statutes (including, but not limited to, claims for additional financial compensation or any other benefit because of age or sex discrimination or breach my job loss), each of contract and claims for back paythe foregoing as amended, earned or accrued vacation pay, bonus, earned commissions, damages and any other relief federal, state or remedy at law local law, regulation, ordinance or at equity. common law, or under any plan, program, policy, agreement, contract, understanding or promise, written or oral, formal or informal, between the Company or any of the Employee further covenants Releasees and agrees never to institute directly or indirectly or to participate in (unless otherwise required by law) any action or proceeding of any kind against the Bankyou, its directors, affiliates, officers, agents and employees, based on or related to his employment relationship with the Bank, including, including but not limited to, an action asserting any claim for severance pay, attorney’s fees, costs, and/or other fringe benefit of the Company or any of the other Employee Releasees, and any and all claims for alleged tortious, defamatory or fraudulent conduct. (b) Notwithstanding the foregoing Release, nothing in this Agreement shall serve to waive any claims or rights that, pursuant to law, cannot be waived or subject to a release of this kind, such as (i) claims for unemployment or workers’ compensation benefits; (ii) rights to vested benefits under any applicable retirement plans; (iii) claims arising under or to enforce the terms of this Agreement; and/or (iv) any rights or claims that may arise after the Bank discriminated against him date on the basis of age which you execute this Agreement. Moreover, nothing herein shall be construed to prohibit you from filing a charge with, or sex participating in any investigation or an action asserting breach of contractproceeding conducted by, it being understood that there is no intent herein to interfere with the Equal Employment Opportunity Commission’s Commission or a comparable state or local agency (“EEOC”); provided, however, that you agree and covenant to waive your right to enforce Title VIIrecover monetary damages in any such EEOC charge, the ADAcomplaint, or lawsuit filed by you or by any other person, organization, or other entity on your behalf with respect to the ADEA. b. The claims released by this Agreement. Nothing in this Agreement shall prevent you from making disclosures that are protected under whistleblower provisions of applicable law, or from receiving an award for making such disclosures. In addition, notwithstanding the foregoing Release, Employee is not releasing or impairing (i) any right of indemnification Employee may have for any liabilities arising from Employee’s actions within the course and scope of Employee’s employment with the Company, or within the course and scope of Employee’s role as a fullmember of the Board or officer of the Company; (ii) Employee’s rights to exercise his shares of vested stock pursuant to the 2017 Equity Incentive Plan; (iii) Employee’s rights provided by COBRA as a former employee of the Company; (iv) Employee’s rights under the Company’s 401k Plan for monies placed in the plan prior to the Separation Date; or (v) Employee’s rights as a current officer and as a former officer and/or director under the Amended and Restated Certificate of Incorporation of Exicure, complete Inc., under the Amended and final settlement by Employee Restated Bylaws of the Company, and under any and all insurance policies of the Company or its parents, subsidiaries, or affiliates, or pursuant to Delaware or local law. As to the matters referenced in this subparagraph b, the Release shall in no way be deemed to have released or otherwise waived any such rights. Finally, notwithstanding the foregoing Release, it is acknowledged by the Parties that Employee has been named in a lawsuit captioned Xxxxxxx v. Exicure, Inc., case no. 21-cv-06637, pending in the Northern District of Illinois (the “Lawsuit”) and as to the Lawsuit and to any other claims or lawsuits arising out of the same subject matter as that of the Lawsuit, Employee does not release any claim, defense, claims for setoff, cross-claims, actions, causes or counterclaims as against any of action, damages the shareholder plaintiff(s) or costs against that certain former Company senior researcher identified in the Bank resulting from Lawsuit’s complaint or pertaining to Employeeanyone with knowledge of the senior researcher’s employment the Bank. c. The Agreement shall supersede and replace any and all alleged inappropriate actions prior written or oral agreements previously entered into between the Employee and the Bank and such prior agreements shall be null and void and of no consequence. d. Employee shall have up to twenty one (21) days from the date the Agreement is presented to Employee to sign the Agreement. If Employee signs the Agreement, Employee shall have seven (7) days from the date Employee signs the Agreement to revoke the Agreement. Employee shall not be entitled to any benefits contained herein until the seven (7) day revocation period has expired. This Agreement was presented to Employee on September 28, 2005. e. Except to the extent required to be disclosed by state senior researcher’s disclosure of those alleged actions on or federal securities lawabout November 9, the Agreement and all its terms and provisions are strictly confidential and shall not be divulged or disclosed in any way to any person other than Employee’s spouse and legal counsel if Employee so desires, and Employee will protect the confidentiality of the Agreement in all regards. Should Employee choose to divulge the terms and conditions of the Agreement to Employee’s spouse or legal counsel, Employee shall ensure that they will be similarly bound to protect its confidentiality and that a breach of this paragraph by Employee’s spouse or legal counsel shall be considered a breach of this paragraph by Employee2021. f. Employee and the Bank have executed the Agreement voluntarily, with full knowledge of its significance. Both parties have had full opportunity to consult their respective legal counsel, as well as other persons of their choosing, before executing the Agreement. Employee acknowledges that he has carefully read the entire Agreement, that a copy of the Agreement was available to him prior to execution, that he knows and understands the provisions of the Agreement, and that he has signed the Agreement as his own free act and deed.