Common use of Executive Release of Claims Clause in Contracts

Executive Release of Claims. Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company and its current and former officers, directors, employees, agents, investors, attorneys, shareholders, founders, administrators, affiliates, divisions, subsidiaries, predecessor and successor corporations and assigns (the “Company Releasees”). Executive, on his own behalf, and on behalf of his respective heirs, family members, executors, agents, and assigns, and in his capacity as an individual and as a representative of any purported class, hereby and forever releases the Releasees from, and agrees not to sue concerning, or in any manner to institute, prosecute or pursue, any claim, complaint, charge, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess against any of the Releasees arising from any omissions, acts or facts or damages that have occurred up until and including the Effective Date of this Agreement including, without limitation: (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to or arising from Executive’s right to vest in or purchase RSUs or other equities of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; constructive discharge; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964; the Civil Rights Act of 1991; the Age Discrimination in Employment Act of 1967 (29 U.S.C. § 621 et seq.); the Americans with Disabilities Act of 1990; the Fair Credit Reporting Act; the Employee Retirement Income Security Act of 1974; the Family and Medical Leave Act; the Worker Adjustment and Retraining Notification Act; the Older Workers Benefit Protection Act; the Xxxxxxxx-Xxxxx Act of 2002; the Fair Labor Standards Act (29 U.S.C. §201 et seq.); relevant California labor codes, and all amendments to each of the above-referenced statutes; any other laws of the state of California; and any other federal, state or local laws or regulations relating to employment terms and conditions of employment; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Executive as a result of this Agreement; and (h) any and all claims for attorneys’ fees and costs. (i) Executive agrees that the release set forth in this Section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any obligations incurred under this Agreement. This release does not release claims that cannot be released as a matter of law, including but not limited to Executive’s right to file a charge with or participate in a charge by the Equal Employment Opportunity Commission, or any other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that any such filing or participation does not give Executive the right to recover any monetary damages against the Company; Executive’s release of claims herein bars Executive from recovering such monetary relief from the Company). This release also does not release (i) any claims for indemnification that Executive may have against the Company or the Releasees under any indemnification agreement or other arrangement with the Company or the Releasees, or under applicable law or (ii) any right to coverage under any D&O or other similar insurance policy.

Executive Release of Claims. Executive agrees that In consideration for the foregoing separation consideration represents settlement set forth in full this Agreement, Executive, on behalf of all outstanding obligations owed to Executive by herself and the Executive’s Released Parties (as defined below), hereby fully and forever releases the Company and its current the Company’s respective past and former present officers, directors, employees, agents, investors, attorneys, shareholders, foundersstockholders, administrators, subsidiaries, affiliates, divisions, subsidiaries, predecessor and successor corporations entities and assigns assigns, attorneys and insurers (the “Company ReleaseesCompany’s Released Parties”). Executive, on his own behalf, ) of and on behalf of his respective heirs, family members, executors, agents, and assigns, and in his capacity as an individual and as a representative of any purported class, hereby and forever releases the Releasees from, and agrees not to sue concerning, or in any manner to institute, prosecute or pursue, from any claim, complaint, charge, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive any of them may possess against any of the Releasees arising from any omissions, acts or facts or damages that have occurred up until and including through the Effective Date of date that Executive signs this Agreement including, without limitation: (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to or arising from Executive’s right to vest in or purchase RSUs or other equities of the CompanyAgreement, including, without limitation, any claims for fraudand all claims: (a) which arise out of, misrepresentationresult from, breach or occurred in connection with Executive’s employment by the Company or any of fiduciary dutyits affiliated entities, breach the termination of duty under applicable state corporate lawthat employment relationship, and securities fraud under any state events occurring in the course of that employment, or federal lawany events occurring prior to the execution of this Agreement; (cb) any and all claims for wrongful discharge of employment; constructive discharge; termination in violation of public policy; , discrimination; harassment; , harassment and/or retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; , libel or invasion of privacy; violation of public policy; fraud, misrepresentation or conspiracy; and conversionfalse imprisonment; (dc) any and all claims for a violation of any federal, state or municipal statute, regulation or ordinance relating to employment, including, but not limited towithout limitation, (i) Title VII of the Civil Rights Act of 1964; , as amended, (ii) the Civil Rights Act of 1866, as amended, (iii) the Civil Rights Act of 1991; , as amended, (iv) the Employee Retirement and Income Security Act of 1974, as amended, (v) the Age Discrimination in Employment Act of 1967 1967, as amended (29 U.S.C. § 621 et seq.the “ADEA”); , including without limitation, the Older Workers’ Benefit Protection Act, as amended (“OWBPA”), (vi) the Americans with Disabilities Act of 1990; the Fair Credit Reporting Act; the Employee Retirement Income Security Act of 1974; the Family and Medical Leave Act; the Worker Adjustment and Retraining Notification Act; the Older Workers Benefit Protection Act; the Xxxxxxxx-Xxxxx Act of 2002; the Fair Labor Standards Act (29 U.S.C. §201 et seq.); relevant California labor codes, as amended, and (vii) all amendments to each claims arising out of the above-referenced statutes; any other laws Florida Civil Rights Act, the Florida Private Sector Whistleblower Act, all as amended together with all of the state of California; and their respective implementing regulations and/or any other federal, state state, local or local laws foreign law (statutory, regulatory or regulations relating to employment terms otherwise) that may be legally waived and conditions of employmentreleased; (d) for back pay or other unpaid compensation; (e) any and all claims for violation relating to equity of the federal, or any state, constitution;Company; and/or (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Executive as a result of this Agreement; and (h) any and all claims for attorneys’ fees and costs. (i) Executive agrees . To the fullest extent permitted by law, the Executive’s Released Parties will not take any action that is contrary to the promises they have made in this Agreement. The Executive’s Released Parties represent that they have not filed any lawsuit, arbitration, or other claim against any of the Company’s Released Parties. The Executive’s Released Parties state that they know of no violation of state, federal, or municipal law or regulation by any of the Company’s Released Parties, and knows of no ongoing or pending investigation, charge, or complaint by any agency charged with enforcement of state, federal, or municipal law or regulation. The Executive’s Released Parties further agree they shall not receive any monetary damages, recovery and/or relief of any type related to any released claim(s), whether pursued by them or any governmental agency, other person or group. The Executive’s Released Parties hereby agree that the release set forth in this Section Agreement shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend ; provided that nothing in the Agreement prevents the Executive’s Released Parties from participating in the whistleblower program maintained by the SEC and receiving a whistleblower award thereunder and nothing in the foregoing shall prevent Executive from commencing an action or proceeding to any obligations incurred enforce Executive’s rights arising under this Agreement. This release does not release claims that cannot be released Agreement or a claim for indemnification to which Executive is entitled as a matter current or former officer of lawthe Company, including but not limited or inclusion as a beneficiary of any insurance policy related to Executive’s right to file a charge with or participate service in a charge by the Equal Employment Opportunity Commission, or any other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that any such filing or participation does not give Executive the right to recover any monetary damages against the Company; Executive’s release of claims herein bars Executive from recovering such monetary relief from the Company). This release also does not release (i) any claims for indemnification that Executive may have against the Company or the Releasees under any indemnification agreement or other arrangement with the Company or the Releasees, or under applicable law or (ii) any right to coverage under any D&O or other similar insurance policycapacity.

Executive Release of Claims. Executive agrees that the foregoing consideration Severance Benefits represents settlement in full of all outstanding obligations owed to Executive by Company. THIS IS A GENERAL RELEASE OF ALL CLAIMS. In exchange for the Company and its current and former officersConsideration, directors, employees, agents, investors, attorneys, shareholders, founders, administrators, affiliates, divisions, subsidiaries, predecessor and successor corporations and assigns (the “Company Releasees”). Executive, on his own behalf, and on behalf of his respective heirs, family members, executors, agentsadministrators, attorneys, representatives, and assigns, and in his capacity as an individual and as a representative of any purported class, hereby fully and forever releases the Releasees fromCompany and its legal representatives, officers, directors, fiduciaries, employees, investors, shareholders, insurers, agents, administrators, affiliates, divisions, subsidiaries, predecessor and successor corporations, and agrees not to sue concerningassigns, or both in their individual and corporate capacities (collectively, the “Releasees”), of and from any manner to instituteand all claims and causes of action, prosecute or pursuedemands, any claimduties, complaintobligations, chargeagreements, dutypromises, obligation or cause of action relating to any matters of any kindliabilities, damages, costs, and/or fees, whether presently known or unknown, suspected or unsuspected, that Executive may possess against any arising out of the Releasees arising from any omissionsor relating to Executive’s employment, acts or facts or damages that have occurred up until and including the Effective Date termination of this Agreement his employment, including, without limitation: (a) 5.1 any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) 5.2 any and all claims relating to to, or arising from from, Executive’s right to vest in purchase, or actual purchase RSUs or other equities of, shares of the stock of Company, including, without limitation, any claims for fraud, ; misrepresentation, ; breach of fiduciary duty, ; breach of duty under applicable state corporate law, ; and securities fraud under any state or federal law; (c) 5.3 any and all claims for under the law of any jurisdiction including without limitation wrongful discharge of employment; constructive dischargedischarge from employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or and intentional infliction of emotional distress; negligent or and intentional misrepresentation; negligent or and intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) 5.4 any and all claims for violation of any federal, state or municipal statute, includingincluding without limitation all employment laws, but not limited toincluding without limitation the California Fair Employment and Housing Act; the California Xxxxx Act; the Age Discrimination in Employment Act, as amended; Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 19911866; the Age Discrimination in Employment Civil Rights Act of 1967 (29 U.S.C. § 621 et seq.)1871; the Fair Labor Standards Act; the Americans with Disabilities Act of 1990Act; the Fair Credit Reporting Older Workers’ Benefits Protection Act; the Family Medical Leave Act; the Equal Pay Act; the Employee Retirement Income Security Act of 1974; the Family and Medical Leave National Labor Relations Act; the Worker Adjustment California Constitution; the California Fair Employment and Retraining Notification Housing Act; the Older Workers Benefit Protection ActCalifornia Labor Code; the Xxxxxxxx-Xxxxx Act of 2002California Business & Professions Code; the Fair Labor Standards Act (29 U.S.C. §201 et seq.)California Government Code; relevant the California labor codes, Civil Code; and all amendments to each of the above-referenced statutes; any other laws of the state of California; and any other federal, state against discrimination or local laws or regulations relating applicable to employment terms and conditions that may be the subject of employmenta release under applicable law; (e) 5.5 any and all claims for violation of the federal, or any state, constitution; (f) 5.6 any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) 5.7 any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Executive as a result of this Agreement; and (h) 5.8 any and all claims for attorneys’ fees and costs. (i) Executive agrees that the release set forth in this Section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any obligations incurred under this Agreement. This release does not release claims that cannot be released as a matter of law, including but not limited to Executive’s right to file a charge with or participate in a charge by the Equal Employment Opportunity Commission, or any other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that any such filing or participation does not give Executive the right to recover any monetary damages against the Company; Executive’s release of claims herein bars Executive from recovering such monetary relief from the Company). This release also does not release (i) any claims for indemnification that Executive may have against the Company or the Releasees under any indemnification agreement or other arrangement with the Company or the Releasees, or under applicable law or (ii) any right to coverage under any D&O or other similar insurance policy.