Executive’s Release of Claims. Executive understands that, on the last date of his employment with the Company, the Company will pay him any accrued salary and accrued and unused vacation to which he is entitled by law, regardless of whether he signs this Release, but he is not entitled to the severance benefits provided in the Agreement unless he signs and returns this Release to the Company and allows it to become effective. In exchange for payment of benefits set forth in Section 4 of the Agreement, Executive hereby generally and completely releases the Company and its directors, officers, employees, shareholders, partners, agents, attorneys, predecessors, successors, parent and subsidiary entities, insurers, affiliates, and assigns (collectively the “Released Parties”) of and from any and all claims, liabilities and obligations, both known and unknown, arising out of or in any way related to events, acts, conduct, or omissions occurring at any time prior to or at the time that Executive signs this Release (the “Executive Released Claims”). This general release includes, but is not limited to: (1) all claims arising out of or in any way related to Executive’s employment with the Company or the termination of that employment; (2) all claims related to Executive’s compensation or benefits from the Company, including salary, bonuses, commissions, vacation pay, expense reimbursements, severance pay, fringe benefits, stock, stock options, or any other ownership or equity interests in the Company; (3) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing (including claims based on or arising under the Agreement); (4) all tort claims, including claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (5) all federal, state, and local statutory claims, including claims for discrimination, harassment, retaliation, attorneys’ fees, or other claims arising under the federal Civil Rights Act of 1964 (as amended), the federal Americans with Disabilities Act of 1990, the federal Age Discrimination in Employment Act (as amended) (“ADEA”), the federal Family and Medical Leave Act, the California Labor Code (as amended), the California Family Rights Act, and the California Fair Employment and Housing Act (as amended). Executive understands that notwithstanding the foregoing, the following are not included in the Executive Released Claims (the “Executive Excluded Claims”): (i) any rights or claims for indemnification Executive may have pursuant to any written indemnification agreement to which he is a party, the charter, bylaws, or operating agreements of any of the Released Parties, or under applicable law; or (ii) any rights which are not waivable as a matter of law. In addition, Executive understands that nothing in this Release prevents him from filing, cooperating with, or
Appears in 3 contracts
Samples: Employment Agreement (Volcano Corp), Employment Agreement (Volcano CORP), Employment Agreement (Volcano CORP)
Executive’s Release of Claims. Executive understands that, on the last date of his employment with the Company, the Company will pay him any accrued salary and accrued and unused vacation to which he is entitled by law, regardless of whether he signs this Release, but he is not entitled to the severance benefits provided in the Agreement unless he signs and returns this Release to the Company and allows it to become effective. In exchange for payment of benefits set forth in Section 4 of the Agreement, Executive hereby generally and completely releases the Company and its directors, officers, employees, shareholders, partners, agents, attorneys, predecessors, successors, parent and subsidiary entities, insurers, affiliates, and assigns (collectively the “Released Parties”) of and from any and all claims, liabilities and obligations, both known and unknown, arising out of or in any way related to events, acts, conduct, or omissions occurring at any time prior to or at the time that Executive signs this Release (the “Executive Released Claims”). This general release includes, but is not limited to: (1) all claims arising out of or in any way related to Executive’s employment with the Company or the termination of that employment; (2) all claims related to Executive’s compensation or benefits from the Company, including salary, bonuses, commissions, vacation pay, expense reimbursements, severance pay, fringe benefits, stock, stock options, or any other ownership or equity interests in the Company; (3) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing (including claims based on or arising under the Agreement); (4) all tort claims, including claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (5) all federal, state, and local statutory claims, including claims for discrimination, harassment, retaliation, attorneys’ fees, or other claims arising under the federal Civil Rights Act of 1964 (as amended), the federal Americans with Disabilities Act of 1990, the federal Age Discrimination in Employment Act (as amended) (“ADEA”), and the federal Family and Medical Leave Act, the California Labor Code (as amended), the California Family Rights Act, and the California Fair Employment and Housing Act (as amended). Executive understands that notwithstanding the foregoing, the following are not included in the Executive Released Claims (the “Executive Excluded Claims”): (i) any rights or claims for indemnification Executive may have pursuant to any written indemnification agreement to which he is a party, the charter, bylaws, or operating agreements of any of the Released Parties, or under applicable law; or (ii) any rights or claims pursuant to any directors and officers liability insurance policy of which are Executive is a direct or indirect beneficiary; (iii) any rights or claims to compensation or benefits to which Executive has a vested or non-forfeitable right as of his termination of employment with the Company; (iii) any rights or claims to enforce any provisions of the Agreement or (iv) any rights which cannot waivable be waived as a matter of law. In addition, Executive understands that nothing in this Release prevents him from filing, cooperating with, oror participating in any proceeding before the Equal Employment Opportunity Commission or the Department of Labor, except that Executive acknowledges and agrees that he shall not recover any monetary benefits in connection with any such claim, charge or proceeding with regard to any claim released herein. Executive hereby represents and warrants that, other than the Executive Excluded Claims, Executive is not aware of any claims he has or might have against any of the Released Parties that are not included in the Executive Released Claims. Executive acknowledges that he is knowingly and voluntarily waiving and releasing any rights he may have under the ADEA, and that the consideration given for the waiver and release in the preceding paragraph is in addition to anything of value to which he is already entitled. Executive further acknowledges that he has been advised by this writing that: (1) his waiver and release do not apply to any rights or claims that may arise after the date he signs this Release; (2) he should consult with an attorney prior to signing this Release (although he may choose voluntarily not to do so); (3) he has twenty-one (21) days to consider this Release (although he may choose voluntarily to sign it earlier); (4) he has seven (7) days following the date he signs this Release to revoke it by providing written notice of revocation to the Chairman of the Company’s Board of Directors; and (5) this Release will not be effective until the date upon which the revocation period has expired, which will be the eighth calendar day after the date Executive signs it provided that he does not revoke it and that the Company has signed this Release by such date (the “Effective Date “). Executive hereby represents that he has been paid all compensation owed and for all hours worked, he has received all the leave and leave benefits and protections for which he is eligible, pursuant to the Family and Medical Leave Act or otherwise, and he has not suffered any on-the-job injury for which he has not already filed a workers’ compensation claim.
Appears in 2 contracts
Samples: Employment Agreement (ECPM Holdings, LLC), Employment Agreement (ECPM Holdings, LLC)
Executive’s Release of Claims. Executive understands that, on the last date of his employment with the Company, the Company will pay him any accrued salary and accrued and unused vacation to which he is entitled by law, regardless of whether he signs this Release, but he is not entitled to the severance benefits provided in the Agreement unless he signs and returns this Release to the Company and allows it to become effective. In exchange for payment of benefits set forth in Section 4 of the Agreement, Executive hereby generally and completely releases the Company and its directors, officers, employees, shareholders, partners, agents, attorneys, predecessors, successors, parent and subsidiary entities, insurers, affiliates, and assigns (collectively the “Released Parties”) of and from any and all claims, liabilities and obligations, both known and unknown, arising out of or in any way related to events, acts, conduct, or omissions occurring at any time prior to or at the time that Executive signs this Release (the “Executive Released Claims”). This general release includes, but is not limited to: (1) all claims arising out of or in any way related to Executive’s employment with the Company or the termination of that employment; (2) all claims related to Executive’s compensation or benefits from the Company, including salary, bonuses, commissions, vacation pay, expense reimbursements, severance pay, fringe benefits, stock, stock options, or any other ownership or equity interests in the Company; (3) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing (including claims based on or arising under the Agreement); (4) all tort claims, including claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (5) all federal, state, and local statutory claims, including claims for discrimination, harassment, retaliation, attorneys’ fees, or other claims arising under the federal Civil Rights Act of 1964 (as amended), the federal Americans with Disabilities Act of 1990, the federal Age Discrimination in Employment Act (as amended) (“ADEA”), the federal Family and Medical Leave Act, the California Labor Code (as amended), the California Family Rights Act, and the California Fair Employment and Housing Act (as amended). Executive understands that notwithstanding the foregoing, the following are not included in the Executive Released Claims (the “Executive Excluded Claims”): (i) any rights or claims for indemnification Executive may have pursuant to any written indemnification agreement to which he is a party, the charter, bylaws, or operating agreements of any of the Released Parties, or under applicable law; or (ii) any rights or claims pursuant to any directors and officers liability insurance policy of which are Executive is a direct or indirect beneficiary; (iii) any rights or claims to compensation or benefits to which Executive has a vested or non-forfeitable right as of his termination of employment with the Company; (iii) any rights or claims to enforce any provisions of the Agreement or (iv) any rights which cannot waivable be waived as a matter of law. In addition, Executive understands that nothing in this Release prevents him from filing, cooperating with, oror participating in any proceeding before the Equal Employment Opportunity Commission, the Department of Labor, or the California Department of Fair Employment and Housing, except that Executive acknowledges and agrees that he shall not recover any monetary benefits in connection with any such claim, charge or proceeding with regard to any claim released herein. Executive hereby represents and warrants that, other than the Executive Excluded Claims, Executive is not aware of any claims he has or might have against any of the Released Parties that are not included in the Executive Released Claims. Executive acknowledges that he is knowingly and voluntarily waiving and releasing any rights he may have under the ADEA, and that the consideration given for the waiver and release in the preceding paragraph is in addition to anything of value to which he is already entitled. Executive further acknowledges that he has been advised by this writing that: (1) his waiver and release do not apply to any rights or claims that may arise after the date he signs this Release; (2) he should consult with an attorney prior to signing this Release (although he may choose voluntarily not to do so); (3) he has twenty-one (21) days to consider this Release (although he may choose voluntarily to sign it earlier); (4) he has seven (7) days following the date he signs this Release to revoke it by providing written notice of revocation to the Chairman of the Company’s Board of Directors; and (5) this Release will not be effective until the date upon which the revocation period has expired, which will be the eighth calendar day after the date Executive signs it provided that he does not revoke it and that the Company has signed this Release by such date (the “Effective Date”). Executive hereby represents that he has been paid all compensation owed and for all hours worked, he has received all the leave and leave benefits and protections for which he is eligible, pursuant to the Family and Medical Leave Act, the California Family Rights Act, or otherwise, and he has not suffered any on-the-job injury for which he has not already filed a workers’ compensation claim.
Appears in 2 contracts
Samples: Employment Agreement (Volcano Corp), Employment Agreement (Volcano Corp)
Executive’s Release of Claims. Executive understands that(a) Except for any claims which relate to Section 12 of the Employment Agreement, in consideration for the payments and benefits described in Section 7 of the Employment Agreement, Executive, on the last date his own behalf and on behalf of each of his employment with the Companyagents, assignees, attorneys, successors, representatives, assigns, heirs, executors and administrators (collectively, the Company will pay him any accrued salary “Executive Releasors”), hereby irrevocably and accrued unconditionally release, settle, cancel, discharge and unused vacation acknowledge to which he is entitled by lawbe fully satisfied, regardless of whether he signs this Release, but he is and covenant not entitled to the severance benefits provided in the Agreement unless he signs and returns this Release to xxx the Company and allows it to become effective. In exchange for payment of benefits set forth in Section 4 each of the AgreementCompany’s respective successors or assigns and their respective affiliates, Executive hereby generally and completely releases the Company and its each of their respective past or present stockholders, partners, members, directors, managers, managing members, officers, employees, shareholders, partners, agents, attorneys, predecessors, successors, parent and subsidiary entities, insurers, affiliatesfiduciaries and other representatives, and assigns in their individual and/or representative capacities (collectively collectively, the “Released PartiesCompany Releasees”) of and from for, any and all claims, liabilities and contractual or otherwise, demands, costs, rights, causes of action, charges, debts, liens, promises, obligations, both complaints, losses, damages and all liability of whatever kind and nature, in law or equity, whether known and unknownor unknown (collectively, arising out of or in any way related to events, acts, conduct, or omissions occurring at any time prior to or at the time that Executive signs this Release (the “Executive Released Claims”) up to and including the date of this General Mutual Release Agreement (this “Release”). This general release includes, but is not limited to: (1) Release specifically includes Claims regarding all claims arising out events up to and including the date of or in any way related the Release with respect to Executive’s employment with the Company or its affiliates, his separation from employment, any and all personal injuries and consequences thereof.
(b) Notwithstanding the termination generality of that employmentclause A (a) above, the released Claims include, without limitation, (i) any and all claims under Title VII of the Civil Rights Act of 1964, as amended by the Civil Rights Act of 1991 and otherwise, the Age Discrimination in Employment Act of 1967, as amended by the Older Workers Benefit Protection Act of 1990 and otherwise, the Americans with Disabilities Act, the Family and Medical Leave Act of 1993, the Fair Labor Standards Act, as amended, the Worker Adjustment Retraining and Notification Act, the Employee Retirement Income Security Act of 1974, and any and all other federal, state or local laws, statutes, rules or regulations pertaining to employment or otherwise; (2ii) all any claims related to Executive’s compensation for wrongful discharge, breach of contract, fraud, misrepresentation or benefits from the Company, including salary, bonuses, commissions, vacation pay, expense reimbursements, severance pay, fringe benefits, stock, stock optionsother tortious conduct; and (iii) any claims for other forms of compensation, or any other ownership claims under any statute, rule or equity interests in the Company; (3) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing (including claims based on regulation or arising under the Agreement); (4) all tort claimscommon law, including claims for fraudcompensatory damages, defamation, emotional distress, and discharge in violation of public policy; and (5) all federal, state, and local statutory claims, including claims for discrimination, harassment, retaliationpunitive damages, attorneys’ fees, or other claims arising under the federal Civil Rights Act of 1964 (as amended)costs, the federal Americans with Disabilities Act of 1990, the federal Age Discrimination in Employment Act (as amended) (“ADEA”), the federal Family expenses and Medical Leave Act, the California Labor Code (as amended), the California Family Rights Act, and the California Fair Employment and Housing Act (as amended). Executive understands that notwithstanding the foregoing, the following are not included in the Executive Released Claims (the “Executive Excluded Claims”): (i) any rights or all claims for indemnification Executive may have pursuant to any written indemnification agreement to which he is a party, the charter, bylaws, other type of damage or operating agreements of any of the Released Parties, or under applicable law; or (ii) any rights which are not waivable as a matter of law. In addition, Executive understands that nothing in this Release prevents him from filing, cooperating with, orrelief.
Appears in 1 contract
Executive’s Release of Claims. Executive understands that(a) In consideration for the Separation Benefits, Executive, individually and on the last date behalf of his employment with the CompanyExecutive’s heirs, the Company will pay him any accrued salary executors, administrators, attorneys or representatives, successors and accrued assigns, hereby voluntarily, knowingly and unused vacation to which he is entitled by law, regardless of whether he signs this Release, but he is not entitled to the severance benefits provided in the Agreement unless he signs willingly releases and returns this Release to forever discharges the Company and allows it to become effective. In exchange for payment each of benefits set forth in Section 4 its parents, subsidiaries and affiliates, together with each of the Agreementforegoing entities’ respective owners, Executive hereby generally and completely releases the Company and its directorsprincipals, partners, officers, directors, employees, shareholders, partners, agents, members, managers, attorneys, employee benefits plans and such plans’ administrators, fiduciaries, trustees, record keepers and service providers, and each of their respective predecessors, successors, parent and subsidiary entities, insurers, affiliates, and assigns (hereinafter collectively referred to as the “Released PartiesCompany Releasees”) of and from any and all rights, claims, liabilities and charges, actions, causes of action, complaints, grievances, sums of money, suits, debts, covenants, contracts, agreements, promises, obligations, both damages, demands or liabilities of every kind whatsoever, in law or in equity, whether known and or unknown, suspected or unsuspected (collectively, “Claims”) which Executive or Executive’s executors, administrators, successors or assigns ever had, now have or may hereafter claim to have by reason of any matter, cause or thing whatsoever, arising out from the beginning of or time up to the Execution Date including, but not limited to (1) any such Claims relating in any way related to events, acts, conduct, or omissions occurring at any time prior to or at the time that Executive signs this Release (the “Executive Released Claims”). This general release includes, but is not limited to: (1) all claims arising out of or in any way related to Executive’s employment relationship with the Company or any other Company Releasee, or the termination of that employment; thereof, (2) all claims related to Executive’s compensation or benefits from any Claims arising under any agreement between the CompanyCompany and Executive (including, including salarywithout limitation, bonusesthe Employment Agreement), commissions, vacation pay, expense reimbursements, severance pay, fringe benefits, stock, stock options, or any other ownership or equity interests in the Company; and (3) all claims for breach any such Claims arising under any federal, local or state statute or regulation, including, without limitation: the Age Discrimination in Employment Act of contract1967, wrongful termination, and breach as amended by the Older Workers Benefit Protection Act; Title VII of the implied covenant of good faith and fair dealing (including claims based on or arising under the Agreement); (4) all tort claims, including claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (5) all federal, state, and local statutory claims, including claims for discrimination, harassment, retaliation, attorneys’ fees, or other claims arising under the federal Civil Rights Act of 1964 (as amended), 1964; the federal Americans with Disabilities Act of 1990, ; the federal Age Lxxxx Xxxxxxxxx Fair Pay Act; the Genetic Information Non-Discrimination in Employment Act; the Employee Retirement Income Security Act (as amended) (“ADEA”), of 1974; the federal Rehabilitation Act of 1973; the Family and Medical Leave Act of 1993, as amended in 2009; the Civil Rights Act of 1866; the Civil Rights Act of 1872; and the Fair Labor Standards Act; and any state or local laws governing the same subject matter, and any other federal, state, or local law prohibiting discrimination and/or harassment on the California Labor Code basis of race, color, age, religion, sexual orientation, religious creed, sex, national origin, ancestry, alienage, citizenship, nationality, mental or physical disability, denial of family and medical care leave, medical condition (as amendedincluding cancer and genetic characteristics), the California Family Rights Actmarital status, and the California Fair Employment and Housing Act (as amended). Executive understands military status, gender identity, harassment or any other basis prohibited by law; provided, however, that notwithstanding the foregoing, nothing contained in this Section shall in any way diminish or impair: (A) any rights Executive may have to vested benefits under employee benefit plans; (B) Executive’s right to enforce this Agreement; (C) any Claims Executive may have that cannot be waived under applicable law, such as unemployment benefits, workers’ compensation and disability benefits; and (D) any rights to indemnification as an officer, director, or employee of the following are not included in Company as provided under the Executive Released Claims Company’s organizational documents, the Indemnification Agreement, and any insurance policies providing for such indemnification (collectively, the “Executive Excluded Claims”): ).
(b) Executive represents and warrants that, except with respect to the Excluded Claims, Company and other Company Releasees have fully satisfied any and all obligations whatsoever owed to Executive arising out of Executive’s employment with Company or any other Company Releasee, and that no further payments or benefits are owed to Executive by the Company or any other Company Releasee. Executive has reported all hours worked to the Company and has been paid and has received all compensation, including all wages, overtime, bonuses, incentive compensation, commissions, equity grants, benefits, sick pay, vacation pay, or other compensation or payments or form of remuneration of any kind or nature, as well as reimbursement for all reasonable and necessary business, travel and entertainment expenses incurred on behalf of the Company.
(c) Executive further understands and agrees that, except for the Excluded Claims, Executive has knowingly relinquished, waived and forever released any and all rights to any personal recovery in any action or proceeding that may be commenced on Executive’s behalf arising out of the aforesaid employment relationship or the termination thereof, including, without limitation, claims for back pay, front pay, liquidated damages, compensatory damages, general damages, special damages, punitive damages, exemplary damages, costs, expenses and attorneys’ fees.
(d) As a condition of the Company entering into this Agreement, Executive further represents that Executive has not filed against the Company or any of the other Company Releasees, any complaints, claims or lawsuits with any court, administrative agency or arbitral tribunal prior to the date hereof, and that Executive has not transferred to any other person any such complaints, claims or lawsuits.
(e) In consideration of Executive’s release of claims in Section 6(a) and Executive’s other promises set forth in this Agreement, the Company voluntarily, knowingly and willingly releases and forever discharges Executive from any and all claims and rights of any nature whatsoever which the Company now has or in the future may have against Executive, provided, however, the foregoing release shall not waive any claims the Company may have against Executive arising from or related to: (i) any rights or claims for indemnification Executive may have pursuant to any written indemnification agreement to which he is a party, the charter, bylaws, or operating agreements Executive’s breach of any of the Released Parties, or under applicable lawthis Agreement; or (ii) Executive’s illegal or material bad faith acts; and (iii) any rights claims for which are Executive would not waivable as a matter of law. In addition, Executive understands that nothing in this Release prevents him from filing, cooperating with, orbe eligible for indemnification under the Indemnification Agreement.
Appears in 1 contract
Executive’s Release of Claims. Executive understands that, on the last date of his employment with the Company, the Company will pay him any accrued salary and accrued and unused vacation to which he is entitled by law, regardless of whether he signs this Release, but he is not entitled to the severance benefits provided in the Agreement unless he signs and returns this Release to the Company and allows it to become effective. In exchange for payment of benefits set forth in Section 4 of the Agreement, Executive hereby generally and completely releases the Company and its directors, officers, employees, shareholders, partners, agents, attorneys, predecessors, successors, parent and subsidiary entities, insurers, affiliates, and assigns (collectively the “Released Parties”) of and from any and all claims, liabilities and obligations, both known and unknown, arising out of or in any way related to events, acts, conduct, or omissions occurring at any time prior to or at the time that Executive signs this Release (the “Executive Released Claims”). This general release includes, but is not limited to: (1) all claims arising out of or in any way related to Executive’s employment with the Company or the termination of that employment; (2) all claims related to Executive’s compensation or benefits from the Company, including salary, bonuses, commissions, vacation pay, expense reimbursements, severance pay, fringe benefits, stock, stock options, or any other ownership or equity interests in the Company; (3) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing (including claims based on or arising under the Agreement); (4) all tort claims, including claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (5) all federal, state, and local statutory claims, including claims for discrimination, harassment, retaliation, attorneys’ fees, or other claims arising under the federal Civil Rights Act of 1964 (as amended), the federal Americans with Disabilities Act of 1990, the federal Age Discrimination in Employment Act (as amended) (“ADEA”), the federal Family and Medical Leave Act, the California Labor Code (as amended), the California Family Rights Act, and the California Fair Employment and Housing Act (as amended). Executive understands that notwithstanding the foregoing, the following are not included in the Executive Released Claims (the “Executive Excluded Claims”): (i) any rights or claims for indemnification Executive may have pursuant to any written indemnification agreement to which he is a party, the charter, bylaws, or operating agreements of any of the Released Parties, or under applicable law; or (ii) any rights which are not waivable as a matter of law. In addition, Executive understands that nothing in this Release prevents him from filing, cooperating with, oror participating in any proceeding before the Equal Employment Opportunity Commission, the Department of Labor, or the California Department of Fair Employment and Housing, except that Executive acknowledges and agrees that he shall not recover any monetary benefits in connection with any such claim, charge or proceeding with regard to any claim released herein. Executive hereby represents and warrants that, other than the Executive Excluded Claims, Executive is not aware of any claims he has or might have against any of the Released Parties that are not included in the Executive Released Claims. Executive acknowledges that he is knowingly and voluntarily waiving and releasing any rights he may have under the ADEA, and that the consideration given for the waiver and release in the preceding paragraph is in addition to anything of value to which he is already entitled. Executive further acknowledges that he has been advised by this writing that: (1) his waiver and release do not apply to any rights or claims that may arise after the date he signs this Release; (2) he should consult with an attorney prior to signing this Release (although he may choose voluntarily not to do so); (3) he has twenty-one (21) days to consider this Release (although he may choose voluntarily to sign it earlier); (4) he has seven (7) days following the date he signs this Release to revoke it by providing written notice of revocation to the Chairman of the Company’s Board of Directors; and (5) this Release will not be effective until the date upon which the revocation period has expired, which will be the eighth calendar day after the date Executive signs it provided that he does not revoke it and that the Company has signed this Release by such date (the “Effective Date”). Executive hereby represents that he has been paid all compensation owed and for all hours worked, he has received all the leave and leave benefits and protections for which he is eligible, pursuant to the Family and Medical Leave Act, the California Family Rights Act, or otherwise, and he has not suffered any on-the-job injury for which he has not already filed a workers’ compensation claim.
Appears in 1 contract
Samples: Employment Agreement (Volcano Corp)
Executive’s Release of Claims. Executive understands that, on the last date of his employment with the Company, the Company will pay him any accrued salary and accrued and unused vacation to which he is entitled by law, regardless of whether he signs this Release, but he is not entitled to the severance benefits provided in the Agreement unless he signs and returns this Release to the Company and allows it to become effective. In exchange for payment of benefits set forth in Section 4 of the Agreement, Executive hereby generally and completely releases the Company and its directors, officers, employees, shareholders, partners, agents, attorneys, predecessors, successors, parent and subsidiary entities, insurers, affiliates, and assigns (collectively the “"Released Parties”") of and from any and all claims, liabilities and obligations, both known and unknown, arising out of or in any way related to events, acts, conduct, or omissions occurring at any time prior to or at the time that Executive signs this Release (the “"Executive Released Claims”"). This general release includes, but is not limited to: (1) all claims arising out of or in any way related to Executive’s 's employment with the Company or the termination of that employment; (2) all claims related to Executive’s 's compensation or benefits from the Company, including salary, bonuses, commissions, vacation pay, expense reimbursements, severance pay, fringe benefits, stock, stock options, or any other ownership or equity interests in the Company; (3) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing (including claims based on or arising under the Agreement); (4) all tort claims, including claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (5) all federal, state, and local statutory claims, including claims for discrimination, harassment, retaliation, attorneys’ ' fees, or other claims arising under the federal Civil Rights Act of 1964 (as amended), the federal Americans with Disabilities Act of 1990, the federal Age Discrimination in Employment Act (as amended) (“"ADEA”"), and the federal Family and Medical Leave Act, the California Labor Code (as amended), the California Family Rights Act, and the California Fair Employment and Housing Act (as amended). Executive understands that notwithstanding the foregoing, the following are not included in the Executive Released Claims (the “"Executive Excluded Claims”"): (i) any rights or claims for indemnification Executive may have pursuant to any written indemnification agreement to which he is a party, the charter, bylaws, or operating agreements of any of the Released Parties, or under applicable law; or (ii) any rights or claims pursuant to any directors and officers liability insurance policy of which are Executive is a direct or indirect beneficiary; (iii) any rights or claims to compensation or benefits to which Executive has a vested or non-forfeitable right as of his termination of employment with the Company; (iii) any rights or claims to enforce any provisions of the Agreement or (iv) any rights which cannot waivable be waived as a matter of law. In addition, Executive understands that nothing in this Release prevents him from filing, cooperating with, oror participating in any proceeding before the Equal Employment Opportunity Commission or the Department of Labor, except that Executive acknowledges and agrees that he shall not recover any monetary benefits in connection with any such claim, charge or proceeding with regard to any claim released herein. Executive hereby represents and warrants that, other than the Executive Excluded Claims, Executive is not aware of any claims he has or might have against any of the Released Parties that are not included in the Executive Released Claims. Executive acknowledges that he is knowingly and voluntarily waiving and releasing any rights he may have under the ADEA, and that the consideration given for the waiver and release in the preceding paragraph is in addition to anything of value to which he is already entitled. Executive further acknowledges that he has been advised by this writing that: (1) his waiver and release do not apply to any rights or claims that may arise after the date he signs this Release; (2) he should consult with an attorney prior to signing this Release (although he may choose voluntarily not to do so); (3) he has twenty-one (21) days to consider this Release (although he may choose voluntarily to sign it earlier); (4) he has seven (7) days following the date he signs this Release to revoke it by providing written notice of revocation to the Chairman of the Company's Board of Directors; and (5) this Release will not be effective until the date upon which the revocation period has expired, which will be the eighth calendar day after the date Executive signs it provided that he does not revoke it and that the Company has signed this Release by such date (the "Effective Date "). Executive hereby represents that he has been paid all compensation owed and for all hours worked, he has received all the leave and leave benefits and protections for which he is eligible, pursuant to the Family and Medical Leave Act or otherwise, and he has not suffered any on-the-job injury for which he has not already filed a workers' compensation claim.
Appears in 1 contract
