Common use of FORM OF RELEASE Clause in Contracts

FORM OF RELEASE. For valuable consideration, the receipt and adequacy of which are hereby acknowledged, the undersigned does hereby release and forever discharge Mid-Con Energy Partners L.P., (the “LP”), Mid-Con Energy GP, LLC (the “LLC”), every entity of which the LP and the LLC, together or separately, and directly or indirectly, control at least 50% of the voting or management rights or interests (all of which entities, together with the LP and the LLC, are called the “Companies”) and each of the Companies’ joint or several partners, shareholders, members, owners, associates, affiliates, subsidiaries, successors, heirs, assigns, agents, directors, officers, managers, employees, representatives, insurers, and attorneys, and all persons acting by, through, or under them, or any of them (all of which and whom are collectively called the “Released Parties”), of and from all claims, actions, causes of action in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, torts, demands, damages, losses, costs, attorneys’ fees or expenses, of any nature whatsoever, known or unknown, fixed or contingent (“Actions”), which the undersigned now has or may hereafter have against any or all of the Released Parties by reason of any matter, cause, or thing whatsoever arising from the beginning of time to the date hereof (hereinafter called “Claims”), provided, however, that the undersigned does not release (a) any Claims for defense and/or indemnity pursuant to any obligation to defend or indemnify that exists on the date of this Release or (b) claims for vested benefits under any employee benefit plan as defined by the Employee Retirement Income Security Act of 1974 and applicable regulations, both as amended to the date of this Release (both of which (a) and (b) are called the “Excluded Claims”). The Claims released herein include, without limiting the generality of the foregoing, all Claims in any way arising out of, based upon, or related to the undersigned’s employment or termination of employment by or with any or all Released Parties; any claim for wages, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims relating to benefits; any claim under or with respect to all stock option, restricted stock, phantom stock or other equity-based incentive, plan of any or all Released Parties (or any related agreement to which any Released Party is a party); all alleged breaches of all express or implied contracts of employment; all alleged torts; breaches of all restrictions on all Released Parties’ rights to terminate the employment of the undersigned; and all alleged violations of all federal, state or local statutes, ordinances, laws, regulations, judicially-created rights, or other legal rights including, without limitation, Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Equal Pay Act, the Family Medical Leave Act, the Americans With Disabilities Act, 42 U.S.C. §§ 1981 – 1986, the Older Workers’ Benefit Protection Act of 1990, the Employee Retirement Income Security Act, the National Labor Relations Act, and the Oklahoma Labor Code (40 O.S. §§ 1-101 et seq.), each as amended. Notwithstanding the foregoing, this Release shall not operate to release any rights or claims (and such rights or claims shall not be included in the definition of “Claims”) of the undersigned with respect to (i) accrued or vested benefits he may have, if any, under any applicable plan, policy, program, arrangement or agreement of any Mid-Con Entity (as defined in the Employment Agreement), including, without limitation, pursuant to any equity or long-term incentive plans, programs or agreements, (ii) indemnification and/or advancement of expenses pursuant to the corporate governance documents of any Mid-Con Entity or applicable law, or the protections of any directors’ and officers’ liability policies of any Mid-Con Entity, (iii) claims which arise after the date the undersigned executes this Release, or (iv) any Excluded Claims. The undersigned may cancel and revoke this Agreement by delivering a written revocation notice to: Mid-Con Energy Partners, L.P., Attention: Chairman of the Compensation and Governance Committee of the Board of Directors, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 00000, by the end of business on the seventh day after the undersigned signs this Agreement (the “Deadline”). If the Deadline is a Saturday, Sunday or day on which the U.S. Postal Service does not generally deliver mail, the Deadline will extended to the close of business on the first business day after such day on which the Postal Service generally delivers mail. If I do not revoke this Agreement by the Deadline, then (a) the Companies and the undersigned waive the right to cancel or rescind this Agreement even if the other party breaches this Agreement, although the party suffering a breach may assert a claim for such breach of this Agreement and (b) the day after the Deadline will be the “Effective Date.” The undersigned warrants to the Companies that (a) the undersigned was given the opportunity to take at least 21 days to consider this Agreement, (b) the undersigned was encouraged to consult his attorney before he signed this Agreement, (c) the undersigned was encouraged to discussed this Agreement with the EEOC’s mediator, (d) the undersigned resigned on , 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other pay, and the undersigned has received all benefits, to which he is entitled from the Companies through and including the Termination Date. The undersigned warrants to the Companies that he does not know of any misrepresentation, fraud, deceit, obtaining of money by improper means, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands and agrees that he is waiving all possible rights and claims against the Released Parties under the federal Age Discrimination in Employment Act of 1967 as amended (the “ADEA”) and the Older Worker’s Benefit Protection Act of 1990 (the “OWBPA”). Ten percent of the undersigned’s Severance Pay is consideration for this waiver. The undersigned’s release does not affect his right to notify a government agency of wrongdoing against him, or against others, by the Companies. Any Released Party may enforce this release of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents and warrants that there has been no assignment or other transfer of any interest in any Claim which he may have against any or all of the Released Parties and the undersigned agrees to indemnify, pay for the defense of, and hold every and all of the Released Parties harmless, from all liabilities, Claims, demands, damages, costs, expenses and attorneys’ fees incurred by any of all of the Released Parties as the result of any such assignment or transfer or any rights or Claims under any such assignment or transfer. The indemnifications, payments for defense, and hold harmless obligations, stated in the previous sentence, are not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, in addition to any other damages caused to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor the execution of this Release shall constitute or be construed as an admission of any liability whatsoever by any Released Party, who have consistently taken the position that they have no liability whatsoever to the undersigned. The undersigned acknowledges that different or additional facts may be discovered in addition to what is now known or believed to be true by him with respect to the matters released in this Agreement, and the undersigned agrees that this Agreement shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any different or additional facts.

Appears in 3 contracts

Samples: Employment Agreement (Mid-Con Energy Partners, LP), Employment Agreement (Mid-Con Energy Partners, LP), Employment Agreement (Mid-Con Energy Partners, LP)

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FORM OF RELEASE. For valuable consideration, the receipt and adequacy of which are hereby acknowledged, the undersigned does hereby release and forever discharge Mid-Con Energy Partners L.P., (the “LP”)Releasees” hereunder, Mid-Con Energy consisting of BreitBurn Management Company, LLC, Pro GP Corp., BreitBurn GP, LLC (the “LLCCompany”), every entity of which the LP and the LLC, together or separately, and directly or indirectly, control at least 50% of the voting or management rights or interests (all of which entities, together with the LP and the LLC, are called the “Companies”) and each of the Companies’ joint or several Company’s partners, shareholders, members, owners, associates, affiliates, subsidiaries, successors, heirs, assigns, agents, directors, officers, managers, employees, representatives, insurers, and attorneys, and all persons acting by, through, or under them, or any of them (all of which and whom are collectively called the “Released Parties”)them, of and from any and all claims, manner of action or actions, cause or causes of action action, in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, tortsclaims, demands, damages, losses, costs, attorneys’ fees or expenses, of any nature whatsoever, known or unknown, fixed or contingent (“Actions”), which the undersigned now has or may hereafter have against the Releasees, or any or all of the Released Parties them, by reason of any matter, cause, or thing whatsoever arising from the beginning of time to the date hereof (hereinafter called “Claims”), provided, however, that Claims shall not include any such Actions against any person or entity other than the undersigned does Company, its subsidiaries, affiliates, successors or assigns, in any case, that is not release (a) any Claims for properly the subject of defense and/or indemnity pursuant to any obligation to defend or indemnify that exists on the date of this Release or (b) claims for vested benefits under any employee benefit plan as defined by the Employee Retirement Income Security Act Company (determined without regard to whether the Company actually defends or indemnifies such action or cause of 1974 and applicable regulations, both as amended to the date of this Release action) (both of which (a) and (b) are called the “Excluded Claims”). The Claims released herein include, without limiting the generality of the foregoing, all any Claims in any way arising out of, based upon, or related to the undersigned’s employment by the Releasees, or any of them, or the termination of employment by or with any or all Released Partiesthereof; any claim for wages, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims relating to benefits; any claim for benefits under or with respect to all any stock option, restricted stock, phantom stock or other equity-based incentive, incentive plan of the Releasees, or any or all Released Parties of them (or any related agreement to which any Released Party Releasee is a party); all any alleged breaches breach of all any express or implied contracts contract of employment; all any alleged torts; breaches of all torts or other alleged legal restrictions on all Released Parties’ rights Releasee’s right to terminate the employment of the undersigned; and all any alleged violations violation of all any federal, state or local statutes, ordinances, laws, regulations, judicially-created rights, statute or other legal rights ordinance including, without limitation, Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Equal Pay Act, the Family Medical Leave Act, the Americans With Disabilities Act, 42 U.S.C. §§ 1981 – 1986, the Older Workers’ Benefit Protection Act of 1990, the Employee Retirement Income Security Act, the National Labor Relations Act, the California Labor Code, the California Family Rights Act and the Oklahoma Labor Code (40 O.S. §§ 1-101 et seq.)California Fair Employment and Housing Act, each as amended. Notwithstanding the foregoing, this Release shall not operate to release any rights or claims (and such rights or claims shall not be included in the definition of “Claims”) of the undersigned (i) with respect to payments or benefits under Section 5 of that certain Employment Agreement, dated as of December 31, 2007, between BreitBurn Management Company, LLC, Pro GP Corp., BreitBurn GP, LLC and the undersigned (ithe “Employment Agreement”), (ii) with respect to Sections 7, 10 and 11 of the Employment Agreement, (iii) to accrued or vested benefits he may have, if any, under any applicable plan, policy, program, arrangement or agreement of any Mid-Con BreitBurn Entity (as defined in the Employment Agreement), including, without limitation, pursuant to any equity or long-term incentive plans, programs or agreements, (iiiv) to indemnification and/or advancement of expenses pursuant to the corporate governance documents of any Mid-Con BreitBurn Entity or applicable law, or the protections of any directorsdirector’ and officers’ liability policies of any Mid-Con BreitBurn Entity, (iiiv) with respect to claims which arise after the date the undersigned executes this Release, or (ivvi) with respect to any Excluded Claims. The undersigned may cancel and revoke this Agreement by delivering a written revocation notice toTHE UNDERSIGNED ACKNOWLEDGES THAT HE HAS BEEN ADVISED BY LEGAL COUNSEL AND IS FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: Mid-Con Energy Partners“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, L.P., Attention: Chairman of the Compensation and Governance Committee of the Board of Directors, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 00000, by the end of business on the seventh day after the undersigned signs this Agreement (the “Deadline”). If the Deadline is a Saturday, Sunday or day on which the U.S. Postal Service does not generally deliver mail, the Deadline will extended to the close of business on the first business day after such day on which the Postal Service generally delivers mail. If I do not revoke this Agreement by the Deadline, then (a) the Companies and the undersigned waive the right to cancel or rescind this Agreement even if the other party breaches this Agreement, although the party suffering a breach may assert a claim for such breach of this Agreement and (b) the day after the Deadline will be the “Effective DateWHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” The undersigned warrants to the Companies that (a) the undersigned was given the opportunity to take at least 21 days to consider this AgreementTHE UNDERSIGNED, (b) the undersigned was encouraged to consult his attorney before he signed this AgreementBEING AWARE OF SAID CODE SECTION, (c) the undersigned was encouraged to discussed this Agreement with the EEOC’s mediatorHEREBY EXPRESSLY WAIVES ANY RIGHTS HE MAY HAVE THEREUNDER, (d) the undersigned resigned on AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT. IN ACCORDANCE WITH THE OLDER WORKERS BENEFIT PROTECTION ACT OF 1990, 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other pay, and the undersigned has received all benefits, to which he is entitled from the Companies through and including the Termination Date. The undersigned warrants to the Companies that he does not know of any misrepresentation, fraud, deceit, obtaining of money by improper means, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands and agrees that he is waiving all possible rights and claims against the Released Parties under the federal Age Discrimination in Employment Act of 1967 as amended (the “ADEA”) and the Older Worker’s Benefit Protection Act of 1990 (the “OWBPA”). Ten percent of the undersigned’s Severance Pay is consideration for this waiver. The undersigned’s release does not affect his right to notify a government agency of wrongdoing against him, or against others, by the Companies. Any Released Party may enforce this release of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents and warrants that there has been no assignment or other transfer of any interest in any Claim which he may have against any or all of the Released Parties and the undersigned agrees to indemnify, pay for the defense of, and hold every and all of the Released Parties harmless, from all liabilities, Claims, demands, damages, costs, expenses and attorneys’ fees incurred by any of all of the Released Parties as the result of any such assignment or transfer or any rights or Claims under any such assignment or transfer. The indemnifications, payments for defense, and hold harmless obligations, stated in the previous sentence, are not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, in addition to any other damages caused to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor the execution of this Release shall constitute or be construed as an admission of any liability whatsoever by any Released Party, who have consistently taken the position that they have no liability whatsoever to the undersigned. The undersigned acknowledges that different or additional facts may be discovered in addition to what is now known or believed to be true by him with respect to the matters released in this Agreement, and the undersigned agrees that this Agreement shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any different or additional facts.THE UNDERSIGNED IS HEREBY ADVISED AS FOLLOWS:

Appears in 2 contracts

Samples: Employment Agreement (BreitBurn Energy Partners L.P.), Employment Agreement (BreitBurn Energy Partners L.P.)

FORM OF RELEASE. For valuable consideration, the receipt and adequacy of which are hereby acknowledged, the undersigned does hereby release and forever discharge Mid-Con Energy Partners L.P.the “Releasees” hereunder, consisting of Nemus Bioscience, Inc. (the “LPCorporation”), Mid-Con Energy GP, LLC (the “LLC”), every entity of which the LP and the LLC, together or separately, and directly or indirectly, control at least 50% of the voting or management rights or interests (all of which entities, together with the LP and the LLC, are called the “Companies”) and each of the Companies’ joint or several Corporation’s partners, shareholders, members, owners, associates, affiliates, parents, subsidiaries, predecessors, successors, heirs, assigns, agents, directors, officers, managers, employees, representatives, insurers, and attorneys, and all persons acting by, through, or under them, or any of them (all of which and whom are collectively called the “Released Parties”)them, of and from any and all claims, manner of action or actions, cause or causes of action action, in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, tortsclaims, demands, damages, losses, costs, attorneys’ fees or expenses, of any nature whatsoever, known or unknown, fixed or contingent (“Actions”)contingent, which the undersigned now has or may hereafter have against the Releasees, or any or all of the Released Parties them, by reason of any matter, cause, or thing whatsoever arising from the beginning of time to the date hereof (hereinafter called “Claims”), provided, however, that the undersigned does not release (a) any Claims for defense and/or indemnity pursuant to any obligation to defend or indemnify that exists on the date of this Release or (b) claims for vested benefits under any employee benefit plan as defined by the Employee Retirement Income Security Act of 1974 and applicable regulations, both as amended to the date of this Release (both of which (a) and (b) are called the “Excluded Claims”). The Claims released herein include, without limiting the generality of the foregoing, all any Claims in any way arising out of, based upon, or related to the undersigned’s employment service with the Releasees, or any of them, or the termination of employment by or with any or all Released Partiesthereof; any claim for wages, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims relating to benefits; any claim for benefits under or with respect to all any stock option, restricted stock, phantom stock or other equity-based incentive, incentive plan of the Releasees, or any or all Released Parties of them (or any related agreement to which any Released Party Releasee is a party); all any alleged breaches breach of all any express or implied contracts contract of employmentemployment or service; all any alleged torts; breaches of all torts or other alleged legal restrictions on all Released Parties’ rights Releasee’s right to terminate the employment or service of the undersigned; and all any alleged violations violation of all any federal, state or local statutes, ordinances, laws, regulations, judicially-created rights, statute or other legal rights ordinance including, without limitation, Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Equal Pay Act, the Family Medical Leave Act, the Americans With Disabilities Act, 42 U.S.C. §§ 1981 – 1986, the Older Workers’ Benefit Protection Act of 1990, the Employee Retirement Income Security Act, the National Labor Relations Act, the California Labor Code, the California Family Rights Act and the Oklahoma Labor Code (40 O.S. §§ 1-101 et seq.)California Fair Employment and Housing Act, each as amended. Notwithstanding the foregoing, this Release shall not operate to release any rights or claims (and such rights or claims shall not be included in the definition of “Claims”) of the undersigned (i) with respect to payments or benefits to which the undersigned may be entitled under Section 2.2 of that certain Restricted Stock Agreement dated [January 17, 2018], (iii) to accrued or vested benefits he (as of the date hereof) the undersigned may have, if any, under any applicable plan, policy, program, arrangement or agreement of any Mid-Con Entity (as defined in of the Employment Agreement), including, without limitation, pursuant to any equity or long-term incentive plans, programs or agreementsReleasees, (iiiii) for indemnification and/or advancement of expenses pursuant to arising under any indemnification agreement between the corporate governance documents undersigned and the Corporation or under the bylaws, certificate of any Mid-Con Entity or applicable law, or incorporation of other similar governing document of the protections of any directors’ and officers’ liability policies of any Mid-Con EntityCorporation, (iiivi) claims which arise after the date the undersigned executes this Release, cannot be waived by an employee under applicable law or (ivvii) any Excluded Claims. The undersigned may cancel and revoke this Agreement by delivering a written revocation notice to: Mid-Con Energy Partners, L.P., Attention: Chairman of the Compensation and Governance Committee of the Board of Directors, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 00000, by the end of business on the seventh day after the undersigned signs this Agreement (the “Deadline”). If the Deadline is a Saturday, Sunday or day on which the U.S. Postal Service does not generally deliver mail, the Deadline will extended to the close of business on the first business day after such day on which the Postal Service generally delivers mail. If I do not revoke this Agreement by the Deadline, then (a) the Companies and the undersigned waive the right to cancel or rescind this Agreement even if the other party breaches this Agreement, although the party suffering a breach may assert a claim for such breach of this Agreement and (b) the day after the Deadline will be the “Effective Date.” The undersigned warrants to the Companies that (a) the undersigned was given the opportunity to take at least 21 days to consider this Agreement, (b) the undersigned was encouraged to consult his attorney before he signed this Agreement, (c) the undersigned was encouraged to discussed this Agreement with the EEOC’s mediator, (d) the undersigned resigned on , 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other pay, and the undersigned has received all benefits, to which he is entitled from the Companies through and including the Termination Date. The undersigned warrants to the Companies that he does not know of any misrepresentation, fraud, deceit, obtaining of money by improper means, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands and agrees that he is waiving all possible rights and claims against the Released Parties under the federal Age Discrimination in Employment Act of 1967 as amended (the “ADEA”) and the Older Worker’s Benefit Protection Act of 1990 (the “OWBPA”). Ten percent of the undersigned’s Severance Pay is consideration for this waiver. The undersigned’s release does not affect his right to notify a government agency of wrongdoing against him, or against others, by the Companies. Any Released Party may enforce this release of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents and warrants that there has been no assignment or other transfer of any interest in any Claim which he may have against any or all of the Released Parties and the undersigned agrees to indemnify, pay for the defense of, and hold every and all of the Released Parties harmless, from all liabilities, Claims, demands, damages, costs, expenses and attorneys’ fees incurred by any of all of the Released Parties as the result of any such assignment or transfer or any rights or Claims under any such assignment or transfer. The indemnifications, payments for defense, and hold harmless obligations, stated in the previous sentence, are not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, in addition to any other damages caused to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor the execution of this Release shall constitute or be construed as an admission of any liability whatsoever by any Released Party, who have consistently taken the position that they have no liability whatsoever to the undersigned. The undersigned acknowledges that different or additional facts may be discovered in addition to what is now known or believed to be true by him with respect to the matters released in this Agreementundersigned’s right to communicate directly with, and the undersigned agrees that this Agreement shall be and remain in effect in all respects as a complete and final release of the matters releasedcooperate with, notwithstanding or provide information to, any different federal, state or additional factslocal government regulator. THE UNDERSIGNED ACKNOWLEDGES THAT THE UNDERSIGNED HAS BEEN ADVISED BY LEGAL COUNSEL AND IS FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” THE UNDERSIGNED, BEING AWARE OF SAID CODE SECTION, HEREBY EXPRESSLY WAIVES ANY RIGHTS THE UNDERSIGNED MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT. [IN ACCORDANCE WITH THE OLDER WORKERS BENEFIT PROTECTION ACT OF 1990, THE UNDERSIGNED IS HEREBY ADVISED AS FOLLOWS:

Appears in 2 contracts

Samples: Restricted Stock Agreement (Nemus Bioscience, Inc.), Restricted Stock Agreement (Nemus Bioscience, Inc.)

FORM OF RELEASE. For valuable considerationXxxx X. Xxxx (“Executive”) agrees for Executive, the receipt Executive’s spouse and adequacy of which are child or children (if any), Executive’s heirs, beneficiaries, devisees, executors, administrators, attorneys, personal representatives, successors and assigns, hereby acknowledgedforever to release, the undersigned does hereby release discharge, and forever discharge Mid-Con covenant not to xxx Southcross Energy Partners L.P.GP, LLC, a Delaware limited liability company (the LPCompany”), Mid-Con Energy GPand any of its past, LLC (the “LLC”)present, every entity of which the LP and the LLCor future parent, together or separatelyaffiliated, related, and/or subsidiary entities, and directly or indirectly, control at least 50% all of the voting or management rights or interests (all of which entitiespast and present directors, together with the LP and the LLCmanagers, are called the “Companies”) and each of the Companies’ joint or several partnersmembers, shareholders, members, owners, associates, affiliates, subsidiaries, successors, heirs, assigns, agents, directors, officers, managersgeneral or limited partners, employees, representatives, insurersagents, and attorneys, and all persons acting byagents and representatives of such entities, throughand employee benefit plans in which Executive is or has been a participant by virtue of his employment with Company (collectively, or under them, or any of them (all of which and whom are collectively called the “Released PartiesReleasees”), of from any and from all claims, actionsdebts, demands, accounts, judgments, rights, causes of action action, equitable relief, damages, costs, charges, complaints, obligations, promises, agreements, controversies, suits, expenses, compensation, responsibility and liability of every kind and character whatsoever (including attorneys’ fees and costs), whether in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, torts, demands, damages, losses, costs, attorneys’ fees or expenses, of any nature whatsoever, known or unknown, fixed asserted or contingent (“Actions”)unasserted, suspected or unsuspected, which the undersigned now Executive has or may hereafter have had against such Releasees based on any events or all of the Released Parties by reason of any matter, cause, circumstances arising or thing whatsoever arising from the beginning of time occurring on or prior to the date hereof this release (hereinafter called the ClaimsRelease)) is executed, providedarising directly or indirectly out of, howeverrelating to, that the undersigned does not release or in any other way involving in any manner whatsoever, (a) any Claims for defense and/or indemnity pursuant to any obligation to defend Executive’s employment with Company or indemnify that exists on its subsidiaries or the date of this Release termination thereof or (b) Executive’s status at any time as a holder of any securities of Company or any of its parent, affiliated, related and/or subsidiary entities, and any and all claims for vested benefits arising under any employee benefit plan as defined by the Employee Retirement Income Security Act of 1974 and applicable regulationsfederal, both as amended to the date of this Release (both of which (a) and (b) are called the “Excluded Claims”). The Claims released herein include, without limiting the generality of the foregoing, all Claims in any way arising out of, based uponstate, or related to the undersigned’s employment or termination of employment by or with any or all Released Parties; any claim for wages, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims local laws relating to benefits; any claim under employment, or with respect to all stock optionsecurities, restricted stockincluding without limitation claims of wrongful discharge, phantom stock or other equity-based incentive, plan breach of any or all Released Parties (or any related agreement to which any Released Party is a party); all alleged breaches of all express or implied contracts of employment; all alleged torts; breaches of all restrictions on all Released Parties’ rights to terminate the employment of the undersigned; and all alleged violations of all federalcontract, state or local statutesfraud, ordinancesmisrepresentation, laws, regulations, judicially-created rightsdefamation, or other legal rights includingliability in tort, without limitationclaims of any kind that may be brought in any court or administrative agency, any claims arising under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Equal Pay Americans with Disabilities Act, the Family Medical Leave Fair Labor Standards Act, the Americans With Disabilities Act, 42 U.S.C. §§ 1981 – 1986, the Older Workers’ Benefit Protection Act of 1990, the Employee Retirement Income Security Act, the National Labor Relations Family and Medical Leave Act, the Securities Act of 1933, the Securities Exchange Act of 1934, the Xxxxxxxx-Xxxxx Act, and similar state or local statutes, ordinances, and regulations; provided, however, notwithstanding anything to the Oklahoma Labor Code (40 O.S. §§ 1-101 et seq.)contrary set forth herein, each as amended. Notwithstanding the foregoing, that this Release shall not operate to release any rights or claims (and such rights or claims shall not be included in the definition of “Claims”) of the undersigned with respect extend to (i) accrued benefit claims under employee pension or vested benefits he may have, if any, under any applicable plan, policy, program, arrangement welfare benefit plans in which Executive is a participant by virtue of his employment with Company or agreement of any Mid-Con Entity (as defined in the Employment Agreement), including, without limitation, pursuant to any equity or long-term incentive plans, programs or agreementsits subsidiaries, (ii) indemnification and/or advancement any rights under that certain Employment Agreement, dated as of expenses pursuant to the corporate governance documents of any Mid-Con Entity or applicable lawMarch 5, or the protections of any directors’ 2015, by and officers’ liability policies of any Mid-Con Entitybetween Company and Executive, (iii) claims which arise after any rights of indemnification Executive may have under any written agreement between Executive and Company (or its affiliates), Company’s Certificate of Formation, the date the undersigned executes this ReleasePartnership’s Third Amended and Restated Limited Partnership Agreement, any applicable statute or common law, or pursuant to any applicable insurance policy, (iv) any Excluded Claims. The undersigned may cancel and revoke this Agreement by delivering a written revocation notice to: Mid-Con Energy Partnersunemployment compensation, L.P.(v) contractual rights to vested equity awards, Attention: Chairman of the Compensation and Governance Committee of the Board of Directors, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 00000, by the end of business on the seventh day after the undersigned signs this Agreement (the “Deadline”). If the Deadline is a Saturday, Sunday or day on which the U.S. Postal Service does not generally deliver mail, the Deadline will extended to the close of business on the first business day after such day on which the Postal Service generally delivers mail. If I do not revoke this Agreement by the Deadline, then (avi) the Companies and the undersigned waive the right to cancel or rescind this Agreement even if the other party breaches this Agreement, although the party suffering a breach may assert a claim for such breach of this Agreement COBRA benefits and (bviii) the day after the Deadline will any rights that may not be the “Effective Date.” The undersigned warrants to the Companies waived as a matter of law. Executive understands that (a) the undersigned was given the opportunity to take at least 21 days to consider this Agreement, (b) the undersigned was encouraged to consult his attorney before he signed this Agreement, (c) the undersigned was encouraged to discussed this Agreement with the EEOC’s mediator, (d) the undersigned resigned on , 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other pay, and the undersigned has received all benefits, to which he is entitled from the Companies through and including the Termination Date. The undersigned warrants to the Companies that he does not know Release includes a release of any misrepresentation, fraud, deceit, obtaining of money by improper means, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands and agrees that he is waiving all possible rights and claims against the Released Parties arising under the federal Age Discrimination in Employment Act of 1967 as amended (the “ADEA”) and the Older Worker’s Benefit Protection Act of 1990 (the “OWBPA”). Ten percent of the undersigned’s Severance Pay is consideration for this waiver. The undersigned’s release does not affect his right to notify a government agency of wrongdoing against him, or against others, by the Companies. Any Released Party may enforce this release of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents Executive understands and warrants that there he has been no assignment or other transfer given a period of any interest in any Claim which 21 days to review and consider this Release. Executive further warrants that he understands that he may have against any use as much or all of the Released Parties and the undersigned agrees to indemnify, pay for the defense ofhis 21-day period as he wishes before signing, and hold every and all of the Released Parties harmlesswarrants that he has done so. Executive further warrants that he understands that, from all liabilities, Claims, demands, damages, costs, expenses and attorneys’ fees incurred by any of all of the Released Parties as the result of any such assignment or transfer or any rights or Claims under any such assignment or transfer. The indemnifications, payments for defense, and hold harmless obligations, stated in the previous sentence, are not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, in addition to any other damages caused to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor the execution of this Release shall constitute or be construed as an admission of any liability whatsoever by any Released Party, who have consistently taken the position that they have no liability whatsoever to the undersigned. The undersigned acknowledges that different or additional facts may be discovered in addition to what is now known or believed to be true by him with respect to the matters released in this Agreement, and the undersigned agrees that this Agreement shall be and remain in effect in all respects as a complete and final release of age discrimination claims only, he has a period of seven days after executing on the matters releasedsecond signature line below to revoke the release of age discrimination claims by notice in writing to Company. Executive is hereby advised to consult with an attorney prior to executing this Release. By his signature below, notwithstanding any different or additional factsExecutive warrants that he has had the opportunity to do so and to be fully and fairly advised by that legal counsel as to the terms of this Release.

Appears in 1 contract

Samples: Employment Agreement (Southcross Energy Partners, L.P.)

FORM OF RELEASE. For valuable consideration, the receipt and adequacy of which are hereby acknowledged, the undersigned does hereby release and forever discharge Mid-Con Energy Partners L.P., Xxxxx Xxxxxxxx (the “LPExecutive”) agrees for the Executive, the Executive’s spouse and child or children (if any), the Executive’s heirs, beneficiaries, devisees, executors, administrators, attorneys, personal representatives, successors and assigns, hereby forever to release, discharge, and covenant not to xxx Mad Catz Interactive, Inc., a corporation existing under the federal laws of Canada (the “Company”), Mid-Con Energy GPand any of its past, LLC (the “LLC”)present, every entity of which the LP and the LLCor future parent, together or separatelyaffiliated, related, and/or subsidiary entities, and directly or indirectly, control at least 50% all of the voting or management rights or interests (all of which entities, together with the LP past and the LLC, are called the “Companies”) and each of the Companies’ joint or several partnerspresent directors, shareholders, members, owners, associates, affiliates, subsidiaries, successors, heirs, assigns, agents, directors, officers, managersgeneral or limited partners, employees, representatives, insurersagents, and attorneys, and all persons acting byagents and representatives of such entities, throughand employee benefit plans in which the Executive is or has been a participant by virtue of his employment with the Company (collectively, or under them, or any of them (all of which and whom are collectively called the “Released PartiesReleasees”), of from any and from all claims, actionsdebts, demands, accounts, judgments, rights, causes of action action, equitable relief, damages, costs, charges, complaints, obligations, promises, agreements, controversies, suits, expenses, compensation, responsibility and liability of every kind and character whatsoever (including attorneys’ fees and costs), whether in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, torts, demands, damages, losses, costs, attorneys’ fees or expenses, of any nature whatsoever, known or unknown, fixed asserted or contingent (“Actions”)unasserted, suspected or unsuspected, which the undersigned now Executive has or may hereafter have had against such Releasees based on any events or all of the Released Parties by reason of any matter, cause, circumstances arising or thing whatsoever arising from the beginning of time occurring on or prior to the date hereof this release (hereinafter called the ClaimsRelease)) is executed, providedarising directly or indirectly out of, howeverrelating to, that the undersigned does not release or in any other way involving in any manner whatsoever, (a) any Claims for defense and/or indemnity pursuant to any obligation to defend the Executive’s employment with the Company or indemnify that exists on its subsidiaries or the date of this Release termination thereof or (b) claims for vested benefits under the Executive’s status at any employee benefit plan time as defined by the Employee Retirement Income Security Act a holder of 1974 and applicable regulations, both as amended to the date of this Release (both of which (a) and (b) are called the “Excluded Claims”). The Claims released herein include, without limiting the generality any securities of the foregoingCompany, and any and all Claims in any way claims arising out ofunder federal, based uponstate, or related to the undersigned’s employment or termination of employment by or with any or all Released Parties; any claim for wages, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims local laws relating to benefits; any claim under employment, or with respect to all stock optionsecurities, restricted stockincluding without limitation claims of wrongful discharge, phantom stock or other equity-based incentive, plan breach of any or all Released Parties (or any related agreement to which any Released Party is a party); all alleged breaches of all express or implied contracts of employment; all alleged torts; breaches of all restrictions on all Released Parties’ rights to terminate the employment of the undersigned; and all alleged violations of all federalcontract, state or local statutesfraud, ordinancesmisrepresentation, laws, regulations, judicially-created rightsdefamation, or other legal rights includingliability in tort, without limitationclaims of any kind that may be brought in any court or administrative agency, any claims arising under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Equal Pay Americans with Disabilities Act, the Family Medical Leave Fair Labor Standards Act, the Americans With Disabilities Act, 42 U.S.C. §§ 1981 – 1986, the Older Workers’ Benefit Protection Act of 1990, the Employee Retirement Income Security Act, the National Labor Relations Family and Medical Leave Act, the Securities Act of 1933, the Securities Exchange Act of 1934, the Xxxxxxxx-Xxxxx Act, and similar state or local statutes, ordinances, and regulations; provided, however, notwithstanding anything to the Oklahoma Labor Code (40 O.S. §§ 1-101 et seq.)contrary set forth herein, each as amended. Notwithstanding the foregoing, that this Release shall not operate to release any rights or claims (and such rights or claims shall not be included in the definition of “Claims”) of the undersigned with respect extend to (i) accrued benefit claims under employee pension or vested benefits he may have, if any, under any applicable plan, policy, program, arrangement welfare benefit plans in which the Executive is a participant by virtue of his employment with the Company or agreement of any Mid-Con Entity (as defined in the Employment Agreement), including, without limitation, pursuant to any equity or long-term incentive plans, programs or agreementsits subsidiaries, (ii) indemnification and/or advancement any rights under that certain Employment Agreement, dated as of expenses pursuant to February 5, 2016, by and between the corporate governance documents of any Mid-Con Entity or applicable law, or Company and the protections of any directors’ and officers’ liability policies of any Mid-Con EntityExecutive, (iii) claims which arise after any rights of indemnification the date Executive may have under any written agreement between the undersigned executes this ReleaseExecutive and the Company (or its affiliates), the Company’s Articles of Incorporation, its Bylaws, any applicable statute or common law, or pursuant to any applicable insurance policy, (iv) unemployment compensation, (v) contractual rights to vested equity awards, (vi) COBRA benefits and (viii) any Excluded Claimsrights that may not be waived as a matter of law. The undersigned may cancel and revoke Executive understands that this Agreement by delivering Release includes a written revocation notice to: Mid-Con Energy Partners, L.P., Attention: Chairman release of the Compensation and Governance Committee of the Board of Directors, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 00000, by the end of business on the seventh day after the undersigned signs this Agreement (the “Deadline”). If the Deadline is a Saturday, Sunday or day on which the U.S. Postal Service does not generally deliver mail, the Deadline will extended to the close of business on the first business day after such day on which the Postal Service generally delivers mail. If I do not revoke this Agreement by the Deadline, then (a) the Companies and the undersigned waive the right to cancel or rescind this Agreement even if the other party breaches this Agreement, although the party suffering a breach may assert a claim for such breach of this Agreement and (b) the day after the Deadline will be the “Effective Date.” The undersigned warrants to the Companies that (a) the undersigned was given the opportunity to take at least 21 days to consider this Agreement, (b) the undersigned was encouraged to consult his attorney before he signed this Agreement, (c) the undersigned was encouraged to discussed this Agreement with the EEOC’s mediator, (d) the undersigned resigned on , 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other pay, and the undersigned has received all benefits, to which he is entitled from the Companies through and including the Termination Date. The undersigned warrants to the Companies that he does not know of any misrepresentation, fraud, deceit, obtaining of money by improper means, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands and agrees that he is waiving all possible rights and claims against the Released Parties arising under the federal Age Discrimination in Employment Act of 1967 as amended (the “ADEA”) and the Older Worker’s Benefit Protection Act of 1990 (the “OWBPA”). Ten percent of the undersigned’s Severance Pay is consideration for this waiver. The undersigned’s release does not affect his right to notify a government agency of wrongdoing against him, or against others, by the Companies. Any Released Party may enforce this release of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents Executive understands and warrants that there he has been no assignment or other transfer given a period of any interest in any Claim which 21 days to review and consider this Release. The Executive further warrants that he understands that he may have against any use as much or all of the Released Parties and the undersigned agrees to indemnify, pay for the defense ofhis 21-day period as he wishes before signing, and hold every and all of the Released Parties harmless, from all liabilities, Claims, demands, damages, costs, expenses and attorneys’ fees incurred by any of all of the Released Parties as the result of any such assignment or transfer or any rights or Claims under any such assignment or transferwarrants that he has done so. The indemnificationsExecutive further warrants that he understands that, payments for defense, and hold harmless obligations, stated in the previous sentence, are not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, in addition to any other damages caused to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor the execution of this Release shall constitute or be construed as an admission of any liability whatsoever by any Released Party, who have consistently taken the position that they have no liability whatsoever to the undersigned. The undersigned acknowledges that different or additional facts may be discovered in addition to what is now known or believed to be true by him with respect to the matters released in this Agreement, and the undersigned agrees that this Agreement shall be and remain in effect in all respects as a complete and final release of age discrimination claims only, he has a period of seven days after executing on the matters releasedsecond signature line below to revoke the release of age discrimination claims by notice in writing to the Company. The Executive is hereby advised to consult with an attorney prior to executing this Release. By his signature below, notwithstanding any different or additional factsthe Executive warrants that he has had the opportunity to do so and to be fully and fairly advised by that legal counsel as to the terms of this Release. The undersigned, having had full opportunity to review this Release with counsel of his choosing, signifies his agreement to the terms of this Release (other than as it relates to age discrimination claims) by his signature below.

Appears in 1 contract

Samples: Employment Agreement (Mad Catz Interactive Inc)

FORM OF RELEASE. For valuable considerationIn consideration for the Severance Benefits provided for per the terms of the Employment Agreement between Anebulo Pharmaceuticals, the receipt and adequacy of which are hereby acknowledgedInc., the undersigned does hereby release and forever discharge Mid-Con Energy Partners L.P., a Delaware corporation (the “LPCompany”) and Kxxxxxx Xxxxx (the “Executive”), Mid-Con Energy GPExecutive agrees for the Executive, LLC the Executive’s spouse and child or children (the “LLC”if any), every entity of which the LP Executive’s heirs, beneficiaries, devisees, executors, administrators, attorneys, personal representatives, successors and the LLCassigns, together or separatelyhereby forever to release, discharge, and directly covenant not to sxx the Company, and any of its past, present, or indirectlyfuture parent, control at least 50% affiliated, related, and/or subsidiary entities, and all of the voting or management rights or interests (all of which entities, together with the LP past and the LLC, are called the “Companies”) and each of the Companies’ joint or several partnerspresent directors, shareholders, members, owners, associates, affiliates, subsidiaries, successors, heirs, assigns, agents, directors, officers, managersgeneral or limited partners, employees, representatives, insurersagents, and attorneys, and all persons acting byagents and representatives of such entities, throughand employee benefit plans in which the Executive is or has been a participant by virtue of his employment with the Company (collectively, or under them, or any of them (all of which and whom are collectively called the “Released PartiesReleasees”), of from any and from all claims, actionsdebts, demands, accounts, judgments, rights, causes of action action, equitable relief, damages, costs, charges, complaints, obligations, promises, agreements, controversies, suits, expenses, compensation, responsibility and liability of every kind and character whatsoever (including attorneys’ fees and costs), whether in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, torts, demands, damages, losses, costs, attorneys’ fees or expenses, of any nature whatsoever, known or unknown, fixed asserted or contingent (“Actions”)unasserted, suspected or unsuspected, which the undersigned now Executive has or may hereafter have had against such Releasees based on any events or all of the Released Parties by reason of any matter, cause, circumstances arising or thing whatsoever arising from the beginning of time occurring on or prior to the date hereof this release (hereinafter called the ClaimsRelease)) is executed, providedarising directly or indirectly out of, howeverrelating to, that the undersigned does not release or in any other way involving in any manner whatsoever, (a) any Claims for defense and/or indemnity pursuant to any obligation to defend the Executive’s employment with the Company or indemnify that exists on its subsidiaries or the date of this Release termination thereof or (b) claims for vested benefits under the Executive’s status at any employee benefit plan time as defined by the Employee Retirement Income Security Act a holder of 1974 and applicable regulations, both as amended to the date of this Release (both of which (a) and (b) are called the “Excluded Claims”). The Claims released herein include, without limiting the generality any securities of the foregoingCompany, and any and all Claims in any way claims arising out ofunder federal, based uponstate, or related to the undersigned’s employment or termination of employment by or with any or all Released Parties; any claim for wages, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims local laws relating to benefits; any claim under employment, or with respect to all stock optionsecurities, restricted stockincluding without limitation claims of wrongful discharge, phantom stock or other equity-based incentive, plan breach of any or all Released Parties (or any related agreement to which any Released Party is a party); all alleged breaches of all express or implied contracts of employment; all alleged torts; breaches of all restrictions on all Released Parties’ rights to terminate the employment of the undersigned; and all alleged violations of all federalcontract, state or local statutesfraud, ordinancesmisrepresentation, laws, regulations, judicially-created rightsdefamation, or other legal rights includingliability in tort, without limitationclaims of any kind that may be brought in any court or administrative agency, any claims arising under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Equal Pay Americans with Disabilities Act, the Family Medical Leave Fair Labor Standards Act, the Americans With Disabilities Act, 42 U.S.C. §§ 1981 – 1986, the Older Workers’ Benefit Protection Act of 1990, the Employee Retirement Income Security Act, the National Family and Medical Leave Act, the Securities Act of 1933, the Securities Exchange Act of 1934, the Sxxxxxxx-Xxxxx Act, the California Labor Relations Code, the California Family Rights Act, the California Fair Employment and Housing Act, and similar state or local statutes, ordinances, and regulations; provided, however, notwithstanding anything to the Oklahoma Labor Code (40 O.S. §§ 1-101 et seq.)contrary set forth herein, each as amended. Notwithstanding the foregoing, that this Release shall not operate to release any rights or claims (and such rights or claims shall not be included in the definition of “Claims”) of the undersigned with respect extend to (i) accrued benefit claims under employee pension or vested benefits he may have, if any, under any applicable plan, policy, program, arrangement welfare benefit plans in which the Executive is a participant by virtue of his employment with the Company or agreement of any Mid-Con Entity (as defined in the Employment Agreement), including, without limitation, pursuant to any equity or long-term incentive plans, programs or agreementsits subsidiaries, (ii) any rights of indemnification and/or advancement the Executive may have under any written agreement between the Executive and the Company (or its affiliates), the Company’s Certificate of expenses pursuant to Incorporation, the corporate governance documents Partnership’s LP Agreement, the General Corporation Law of the State of Delaware, any Mid-Con Entity applicable statute or applicable common law, or the protections of pursuant to any directors’ and officers’ liability policies of any Mid-Con Entityapplicable insurance policy, (iii) claims which arise after the date the undersigned executes this Releaseunemployment compensation, or (iv) contractual rights to vested equity awards, (v) COBRA benefits and (vi) any Excluded Claimsrights that may not be waived as a matter of law. The undersigned In giving the release herein, which includes claims which may cancel be unknown to Executive at present, the Executive acknowledges that the Executive has read and revoke this Agreement by delivering a written revocation notice to: Mid-Con Energy Partners, L.P., Attention: Chairman understands Section 1542 of the Compensation and Governance Committee of the Board of DirectorsCalifornia Civil Code, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 00000, by the end of business on the seventh day after the undersigned signs this Agreement (the which reads as follows: Deadline”). If the Deadline is a Saturday, Sunday or day on which the U.S. Postal Service A general release does not generally deliver mailextend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the Deadline will extended to the close of business on the first business day after such day on which the Postal Service generally delivers mail. If I do not revoke this Agreement by the Deadline, then (a) the Companies and the undersigned waive the right to cancel debtor or rescind this Agreement even if the other party breaches this Agreement, although the party suffering a breach may assert a claim for such breach of this Agreement and (b) the day after the Deadline will be the “Effective Datereleased party.” The undersigned warrants Executive hereby expressly waives and relinquishes all rights and benefits under that section and any law of any other jurisdiction of similar effect with respect to the Companies that (a) Executive’s release of claims herein, including but not limited to the undersigned was given the opportunity to take at least 21 days to consider this Agreement, (b) the undersigned was encouraged to consult his attorney before he signed this Agreement, (c) the undersigned was encouraged to discussed this Agreement with the EEOCExecutive’s mediator, (d) the undersigned resigned on , 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other pay, and the undersigned has received all benefits, to which he is entitled from the Companies through and including the Termination Daterelease of unknown claims. The undersigned warrants to the Companies Executive understands that he does not know this Release includes a release of any misrepresentation, fraud, deceit, obtaining of money by improper means, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands and agrees that he is waiving all possible rights and claims against the Released Parties arising under the federal Age Discrimination in Employment Act of 1967 as amended (the “ADEA”) ), and that the Older Worker’s Benefit Protection Act consideration given for the Release is in addition to anything of 1990 (the “OWBPA”). Ten percent of the undersigned’s Severance Pay value to which Executive is consideration for this waiveralready entitled. The undersignedExecutive acknowledges that the Executive has been advised, as required by the ADEA, that: (i) the Executive’s waiver and release does not affect apply to any rights or claims that may arise after the date that the Executive signs this Release; (ii) the Executive should consult with an attorney prior to signing this Release (although the Executive may choose voluntarily not to do so); (iii) the Executive has 21 calendar days to review and consider this Release (though he may use as much or all of his right to notify a government agency of wrongdoing against him21-day period as he wishes before signing, or against others, by the Companies. Any Released Party may enforce this release of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents and warrants that there he has been no assignment or other transfer of any interest in any Claim which done so); and (iv) the Executive further warrants that he may have against any or all of the Released Parties and the undersigned agrees to indemnifyunderstands that, pay for the defense of, and hold every and all of the Released Parties harmless, from all liabilities, Claims, demands, damages, costs, expenses and attorneys’ fees incurred by any of all of the Released Parties as the result of any such assignment or transfer or any rights or Claims under any such assignment or transfer. The indemnifications, payments for defense, and hold harmless obligations, stated in the previous sentence, are not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, in addition to any other damages caused to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor the execution of this Release shall constitute or be construed as an admission of any liability whatsoever by any Released Party, who have consistently taken the position that they have no liability whatsoever to the undersigned. The undersigned acknowledges that different or additional facts may be discovered in addition to what is now known or believed to be true by him with respect to the matters released release of age discrimination claims only, he has a period of seven (7) days after executing on the second signature line below to revoke the release of age discrimination claims by notice in writing to the Company. Executive understands that nothing in this AgreementRelease prevents Executive from filing, cooperating with, or participating in any proceeding before the Equal Employment Opportunity Commission, the Department of Labor, the California Department of Fair Employment and the undersigned Housing, or any other government agency, except that Executive acknowledges and agrees that Executive hereby waives Executive’s right to any monetary benefits in connection with any such claim, charge or proceeding. Additionally, while this Agreement shall be Release does not limit Executive’s right to receive an award for information provided to the Securities and remain Exchange Commission, Executive is otherwise waiving, to the fullest extent permitted by law, any and all rights Executive may have to individual relief based on any claims that Executive has released and any rights Executive has waived by signing this Release. Nothing in effect this Release prevents Executive from discussing or disclosing information about unlawful acts in all respects the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawful. Executive further acknowledges that Executive has been advised, as required by California Government Code Section 12964.5(b)(4), that Executive has the right to consult an attorney regarding this Release and that Executive was given a complete reasonable time period of not less than five (5) business days in which to do so. Executive further acknowledges and final release agrees that, in the event Executive signs this Release prior to the end of the matters releasedreasonable time period provided by the Company, notwithstanding any Executive’s decision to accept such shortening of time is knowing and voluntary and is not induced by the Company through fraud, misrepresentation, or a threat to withdraw or alter the offer prior to the expiration of the reasonable time period, or by providing different or additional factsterms to employees who sign such a release prior to the expiration of the time period. The Executive is hereby advised to consult with an attorney prior to executing this Release. By his signature below, the Executive warrants that he has had the opportunity to do so and to be fully and fairly advised by that legal counsel as to the terms of this Release.

Appears in 1 contract

Samples: Employment Agreement (Anebulo Pharmaceuticals, Inc.)

FORM OF RELEASE. For valuable consideration, the receipt and adequacy of which are hereby acknowledged, the undersigned does hereby release and forever discharge Mid-Con Energy Partners L.P., Xxxxx Xxxxx (the “LPExecutive”) agrees for the Executive, the Executive’s spouse and child or children (if any), the Executive’s heirs, beneficiaries, devisees, executors, administrators, attorneys, personal representatives, successors and assigns, hereby forever to release, discharge, and covenant not to xxx Summit Midstream Partners, LLC, a Delaware limited liability company (the “Company”), Mid-Con Energy GPand any of its past, LLC (the “LLC”)present, every entity of which the LP and the LLCor future parent, together or separatelyaffiliated, related, and/or subsidiary entities, and directly or indirectly, control at least 50% all of the voting or management rights or interests (all of which entities, together with the LP past and the LLC, are called the “Companies”) and each of the Companies’ joint or several partnerspresent directors, shareholders, members, owners, associates, affiliates, subsidiaries, successors, heirs, assigns, agents, directors, officers, managersgeneral or limited partners, employees, representatives, insurersagents, and attorneys, and all persons acting byagents and representatives of such entities, throughand employee benefit plans in which the Executive is or has been a participant by virtue of his employment with the Company (collectively, or under them, or any of them (all of which and whom are collectively called the “Released PartiesReleasees”), of from any and from all claims, actionsdebts, demands, accounts, judgments, rights, causes of action action, equitable relief, damages, costs, charges, complaints, obligations, promises, agreements, controversies, suits, expenses, compensation, responsibility and liability of every kind and character whatsoever (including attorneys’ fees and costs), whether in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, torts, demands, damages, losses, costs, attorneys’ fees or expenses, of any nature whatsoever, known or unknown, fixed asserted or contingent (“Actions”)unasserted, suspected or unsuspected, which the undersigned now Executive has or may hereafter have had against such Releasees based on any events or all of the Released Parties by reason of any matter, cause, circumstances arising or thing whatsoever arising from the beginning of time occurring on or prior to the date hereof this release (hereinafter called the ClaimsRelease)) is executed, providedarising directly or indirectly out of, howeverrelating to, that the undersigned does not release or in any other way involving in any manner whatsoever, (a) any Claims for defense and/or indemnity pursuant to any obligation to defend the Executive’s employment with the Company or indemnify that exists on its subsidiaries or the date of this Release termination thereof or (b) claims for vested benefits under the Executive’s status at any employee benefit plan time as defined by the Employee Retirement Income Security Act a holder of 1974 and applicable regulations, both as amended to the date of this Release (both of which (a) and (b) are called the “Excluded Claims”). The Claims released herein include, without limiting the generality any securities of the foregoingCompany, and any and all Claims in any way claims arising out ofunder federal, based uponstate, or related to the undersigned’s employment or termination of employment by or with any or all Released Parties; any claim for wages, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims local laws relating to benefits; any claim under employment, or with respect to all stock optionsecurities, restricted stockincluding without limitation claims of wrongful discharge, phantom stock or other equity-based incentive, plan breach of any or all Released Parties (or any related agreement to which any Released Party is a party); all alleged breaches of all express or implied contracts of employment; all alleged torts; breaches of all restrictions on all Released Parties’ rights to terminate the employment of the undersigned; and all alleged violations of all federalcontract, state or local statutesfraud, ordinancesmisrepresentation, laws, regulations, judicially-created rightsdefamation, or other legal rights includingliability in tort, without limitationclaims of any kind that may be brought in any court or administrative agency, any claims arising under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Equal Pay Americans with Disabilities Act, the Family Medical Leave Fair Labor Standards Act, the Americans With Disabilities Act, 42 U.S.C. §§ 1981 – 1986, the Older Workers’ Benefit Protection Act of 1990, the Employee Retirement Income Security Act, the National Labor Relations Family and Medical Leave Act, the Securities Act of 1933, the Securities Exchange Act of 1934, the Xxxxxxxx-Xxxxx Act, and similar state or local statutes, ordinances, and regulations; provided, however, notwithstanding anything to the Oklahoma Labor Code (40 O.S. §§ 1-101 et seq.)contrary set forth herein, each as amended. Notwithstanding the foregoing, that this Release shall not operate to release any rights or claims (and such rights or claims shall not be included in the definition of “Claims”) of the undersigned with respect extend to (i) accrued benefit claims under employee pension or vested benefits he may have, if any, under any applicable plan, policy, program, arrangement welfare benefit plans in which the Executive is a participant by virtue of his employment with the Company or agreement of any Mid-Con Entity (as defined in the Employment Agreement), including, without limitation, pursuant to any equity or long-term incentive plans, programs or agreementsits subsidiaries, (ii) indemnification and/or advancement any rights under that certain Amended and Restated Employment Agreement, dated as of expenses pursuant to August 13, 2012, by and between the corporate governance documents of any Mid-Con Entity or applicable law, or Company and the protections of any directors’ and officers’ liability policies of any Mid-Con EntityExecutive, (iii) claims which arise after any rights of indemnification the date Executive may have under any written agreement between the undersigned executes this ReleaseExecutive and the Company (or its affiliates), the Company’s Certificate of Incorporation, its LP Agreement, the General Corporation Law of the State of Delaware, any applicable statute or common law, or pursuant to any applicable insurance policy, (iv) unemployment compensation, (v) contractual rights to vested equity awards, (vi) COBRA benefits and (viii) any Excluded Claimsrights that may not be waived as a matter of law. The undersigned may cancel and revoke Executive understands that this Agreement by delivering Release includes a written revocation notice to: Mid-Con Energy Partners, L.P., Attention: Chairman release of the Compensation and Governance Committee of the Board of Directors, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 00000, by the end of business on the seventh day after the undersigned signs this Agreement (the “Deadline”). If the Deadline is a Saturday, Sunday or day on which the U.S. Postal Service does not generally deliver mail, the Deadline will extended to the close of business on the first business day after such day on which the Postal Service generally delivers mail. If I do not revoke this Agreement by the Deadline, then (a) the Companies and the undersigned waive the right to cancel or rescind this Agreement even if the other party breaches this Agreement, although the party suffering a breach may assert a claim for such breach of this Agreement and (b) the day after the Deadline will be the “Effective Date.” The undersigned warrants to the Companies that (a) the undersigned was given the opportunity to take at least 21 days to consider this Agreement, (b) the undersigned was encouraged to consult his attorney before he signed this Agreement, (c) the undersigned was encouraged to discussed this Agreement with the EEOC’s mediator, (d) the undersigned resigned on , 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other pay, and the undersigned has received all benefits, to which he is entitled from the Companies through and including the Termination Date. The undersigned warrants to the Companies that he does not know of any misrepresentation, fraud, deceit, obtaining of money by improper means, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands and agrees that he is waiving all possible rights and claims against the Released Parties arising under the federal Age Discrimination in Employment Act of 1967 as amended (the “ADEA”) and the Older Worker’s Benefit Protection Act of 1990 (the “OWBPA”). Ten percent of the undersigned’s Severance Pay is consideration for this waiver. The undersigned’s release does not affect his right to notify a government agency of wrongdoing against him, or against others, by the Companies. Any Released Party may enforce this release of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents Executive understands and warrants that there he has been no assignment or other transfer given a period of any interest in any Claim which 21 days to review and consider this Release. The Executive further warrants that he understands that he may have against any use as much or all of the Released Parties and the undersigned agrees to indemnify, pay for the defense ofhis 21-day period as he wishes before signing, and hold every and all of the Released Parties harmless, from all liabilities, Claims, demands, damages, costs, expenses and attorneys’ fees incurred by any of all of the Released Parties as the result of any such assignment or transfer or any rights or Claims under any such assignment or transferwarrants that he has done so. The indemnificationsExecutive further warrants that he understands that, payments for defense, and hold harmless obligations, stated in the previous sentence, are not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, in addition to any other damages caused to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor the execution of this Release shall constitute or be construed as an admission of any liability whatsoever by any Released Party, who have consistently taken the position that they have no liability whatsoever to the undersigned. The undersigned acknowledges that different or additional facts may be discovered in addition to what is now known or believed to be true by him with respect to the matters released in this Agreement, and the undersigned agrees that this Agreement shall be and remain in effect in all respects as a complete and final release of age discrimination claims only, he/ has a period of seven days after executing on the matters releasedsecond signature line below to revoke the release of age discrimination claims by notice in writing to the Company. The Executive is hereby advised to consult with an attorney prior to executing this Release. By his signature below, notwithstanding any different or additional factsthe Executive warrants that he has had the opportunity to do so and to be fully and fairly advised by that legal counsel as to the terms of this Release.

Appears in 1 contract

Samples: Employment Agreement (Summit Midstream Partners, LP)

FORM OF RELEASE. For valuable consideration, the receipt and adequacy of which are hereby acknowledged, the undersigned does hereby release and forever discharge Mid-Con Energy Partners L.P., Xxxxx Xxxxxxxx (the “LPExecutive”) agrees for the Executive, the Executive’s spouse and child or children (if any), the Executive’s heirs, beneficiaries, devisees, executors, administrators, attorneys, personal representatives, successors and assigns, hereby forever to release, discharge, and covenant not to xxx Information Services Group Inc. (the “Company”), Mid-Con Energy GPthe Company’s past, LLC (the “LLC”)present, every entity of which the LP and the LLCor future parent, together or separatelyaffiliated, related, and/or subsidiary entities, and directly or indirectly, control at least 50% of the voting or management rights or interests (all of which entities, together with the LP their past and the LLC, are called the “Companies”) and each of the Companies’ joint or several partnerspresent directors, shareholders, membersofficers, ownersgeneral or limited partners, associates, affiliates, subsidiaries, successors, heirs, assignsemployees, agents, directors, officers, managers, employees, representatives, insurers, insurers and attorneys, and all persons acting byagents and representatives of such entities, throughin such capacities, and employee benefit plans in which the Executive is or under themhas been a participant by virtue of his employment with the Company and benefit plan administrators, and the successors of the Company or any of them the foregoing entities (all of which and whom are collectively called collectively, the “Released PartiesReleasees”), of from any and from all claims, actionsdebts, demands, accounts, judgments, rights, causes of action action, equitable relief, damages, costs, charges, complaints, obligations, promises, agreements, controversies, suits, expenses, compensation, responsibility and liability of every kind and character whatsoever (including attorneys’ fees and costs), whether in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, torts, demands, damages, losses, costs, attorneys’ fees or expenses, of any nature whatsoever, known or unknown, fixed asserted or contingent (“Actions”)unasserted, suspected or unsuspected, which the undersigned now Executive has or may hereafter have had against the Company or the Releasees based on any events or all of the Released Parties by reason of any matter, cause, circumstances arising or thing whatsoever arising from the beginning of time occurring on or prior to the date hereof (hereinafter called “Claims”), provided, however, that the undersigned does not release (a) any Claims for defense and/or indemnity pursuant to any obligation to defend or indemnify that exists on the date of this Release is executed, arising directly or (b) claims for vested benefits under any employee benefit plan as defined by the Employee Retirement Income Security Act of 1974 and applicable regulations, both as amended to the date of this Release (both of which (a) and (b) are called the “Excluded Claims”). The Claims released herein include, without limiting the generality of the foregoing, all Claims in any way arising indirectly out of, based uponrelating to, or related to in any other way involving in any manner whatsoever the undersignedExecutive’s employment with the Company or the termination thereof, the Executive’s status at any time as a holder of employment by any securities of the Company, or with otherwise. This includes, but is not limited to, a release of any and all claims arising under the laws of the United States, any other country, or all Released Parties; any claim for wagesstate, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims locality relating to benefits; any claim under or with respect to all stock option, restricted stock, phantom stock or other equity-based incentive, plan of any or all Released Parties (or any related agreement to which any Released Party is a party); all alleged breaches of all express or implied contracts of employment; all alleged torts; breaches of all restrictions on all Released Parties’ rights to terminate the employment of the undersigned; and all alleged violations of all federal, state or local statutes, ordinances, laws, regulations, judicially-created rights, or other legal rights securities, including, without limitation, claims of wrongful discharge, breach of express or implied contract (whether oral or written), fraud, misrepresentation, defamation, or liability in tort, common law or public policy, claims of any kind that may be brought in any court or administrative agency, any claims arising under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Equal Pay Americans with Disabilities Act, the Family Medical Leave Fair Labor Standards Act, the Americans With Disabilities Act, 42 U.S.C. §§ 1981 – 1986, the Older Workers’ Benefit Protection Act of 1990, the Employee Executive Retirement Income Security Act, the National Labor Relations Family and Medical Leave Act, the Delaware Discrimination in Employment Act, the Securities Act of 1933, the Securities Exchange Act of 1934, the Xxxxxxxx-Xxxxx Act, and similar statutes, ordinances, and regulations of the Oklahoma Labor Code (40 O.S. §§ 1United States, any other country, or any state or locality. This release of claims further includes, but is not limited to, Executive’s waiver of any right or claim to compensation, wages, back pay, reinstatement or re-101 et seq.)employment, each as amended. Notwithstanding bonuses, or benefits of any kind or any nature arising or derivative from Executive’s employment with the foregoingCompany, the termination thereof, or otherwise; provided, however, notwithstanding anything to the contrary set forth herein, that this Release general release shall not operate to release any rights or claims (and such rights or claims shall not be included in the definition of “Claims”) of the undersigned with respect extend to (ix) accrued amounts owed to or vested benefits he may haverights available for the Executive under that certain Change-in-Control Agreement dated January 7, if any, under any applicable plan, policy, program, arrangement or agreement of any Mid-Con Entity (as defined in the Employment Agreement), including, without limitation, pursuant to any equity or long-term incentive plans, programs or agreements, (ii) indemnification and/or advancement of expenses pursuant to the corporate governance documents of any Mid-Con Entity or applicable law, or the protections of any directors’ and officers’ liability policies of any Mid-Con Entity, (iii) claims which arise after the date the undersigned executes this Release, or (iv) any Excluded Claims. The undersigned may cancel and revoke this Agreement by delivering a written revocation notice to: Mid-Con Energy Partners, L.P., Attention: Chairman of the Compensation and Governance Committee of the Board of Directors, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 000002011, by and between the end of business on Company and the seventh day after the undersigned signs this Agreement Executive (the “Deadline”). If the Deadline is a Saturday, Sunday or day on which the U.S. Postal Service does not generally deliver mail, the Deadline will extended to the close of business on the first business day after such day on which the Postal Service generally delivers mail. If I do not revoke this Agreement by the Deadline, then (a) the Companies and the undersigned waive the right to cancel or rescind this Agreement even if the other party breaches this Change-in-Control Agreement, although the party suffering a breach may assert a claim for such breach of this Agreement and (b) the day after the Deadline will be the “Effective Date.” The undersigned warrants to the Companies that (a) the undersigned was given the opportunity to take at least 21 days to consider this Agreement, (b) the undersigned was encouraged to consult his attorney before he signed this Agreement, (c) the undersigned was encouraged to discussed this Agreement with the EEOC’s mediator, (d) the undersigned resigned on , 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other pay, and the undersigned has received all benefits, to which he is entitled from the Companies through and including the Termination Date. The undersigned warrants to the Companies that he does not know of any misrepresentation, fraud, deceit, obtaining of money by improper means, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands and agrees that he is waiving all possible rights and claims against the Released Parties under the federal Age Discrimination in Employment Act of 1967 as amended (the “ADEA”) and (y) benefit claims under employee pension benefit plans in which the Older Worker’s Benefit Protection Act Executive is a participant by virtue of 1990 his employment with the Company or benefit claims under employee welfare benefit plans for covered occurrences (the “OWBPA”). Ten percent of the undersigned’s Severance Pay is consideration for this waiver. The undersigned’s release does not affect his right to notify a government agency of wrongdoing against hime.g., medical care, death, or against others, by the Companies. Any Released Party may enforce this release onset of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents and warrants that there has been no assignment or other transfer of any interest in any Claim which he may have against any or all of the Released Parties and the undersigned agrees to indemnify, pay for the defense of, and hold every and all of the Released Parties harmless, from all liabilities, Claims, demands, damages, costs, expenses and attorneys’ fees incurred by any of all of the Released Parties as the result of any such assignment or transfer or any rights or Claims under any such assignment or transfer. The indemnifications, payments for defense, and hold harmless obligations, stated in the previous sentence, are not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit disability) arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, in addition to any other damages caused to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor after the execution of this Release shall constitute by the Executive. This Release does not waive any rights to indemnification the Executive has under any insurance policy, by laws or be construed as an admission of any liability whatsoever by any Released Party, who have consistently taken the position that they have no liability whatsoever other documents or agreements to the undersigned. The undersigned acknowledges that different or additional facts which Executive may be discovered entitled for actions taken in addition to what is now known or believed to be true by him with respect to good faith during the matters released in this Agreement, and the undersigned agrees that this Agreement shall be and remain in effect in all respects as a complete and final release term of the matters released, notwithstanding any different or additional factshis employment.

Appears in 1 contract

Samples: Change in Control Agreement (Information Services Group Inc.)

FORM OF RELEASE. For valuable consideration, the receipt and adequacy of which are hereby acknowledged, the undersigned does hereby release and forever discharge Mid-Con Energy Partners L.P., Xxxxx Xxxxxx (the “LPExecutive”) agrees for the Executive, the Executive’s spouse and child or children (if any), the Executive’s heirs, beneficiaries, devisees, executors, administrators, attorneys, personal representatives, successors and assigns, hereby forever to release, discharge, and covenant not to xxx Information Services Group Inc. (the “Company”), Mid-Con Energy GPthe Company’s past, LLC (the “LLC”)present, every entity of which the LP and the LLCor future parent, together or separatelyaffiliated, related, and/or subsidiary entities, and directly or indirectly, control at least 50% of the voting or management rights or interests (all of which entities, together with the LP their past and the LLC, are called the “Companies”) and each of the Companies’ joint or several partnerspresent directors, shareholders, membersofficers, ownersgeneral or limited partners, associates, affiliates, subsidiaries, successors, heirs, assignsemployees, agents, directors, officers, managers, employees, representatives, insurers, insurers and attorneys, and all persons acting byagents and representatives of such entities, throughin such capacities, and employee benefit plans in which the Executive is or under themhas been a participant by virtue of his employment with the Company and benefit plan administrators, and the successors of the Company or any of them the foregoing entities (all of which and whom are collectively called collectively, the “Released PartiesReleasees”), of from any and from all claims, actionsdebts, demands, accounts, judgments, rights, causes of action action, equitable relief, damages, costs, charges, complaints, obligations, promises, agreements, controversies, suits, expenses, compensation, responsibility and liability of every kind and character whatsoever (including attorneys’ fees and costs), whether in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, torts, demands, damages, losses, costs, attorneys’ fees or expenses, of any nature whatsoever, known or unknown, fixed asserted or contingent (“Actions”)unasserted, suspected or unsuspected, which the undersigned now Executive has or may hereafter have had against the Company or the Releasees based on any events or all of the Released Parties by reason of any matter, cause, circumstances arising or thing whatsoever arising from the beginning of time occurring on or prior to the date hereof (hereinafter called “Claims”), provided, however, that the undersigned does not release (a) any Claims for defense and/or indemnity pursuant to any obligation to defend or indemnify that exists on the date of this Release is executed, arising directly or (b) claims for vested benefits under any employee benefit plan as defined by the Employee Retirement Income Security Act of 1974 and applicable regulations, both as amended to the date of this Release (both of which (a) and (b) are called the “Excluded Claims”). The Claims released herein include, without limiting the generality of the foregoing, all Claims in any way arising indirectly out of, based uponrelating to, or related to in any other way involving in any manner whatsoever the undersignedExecutive’s employment with the Company or the termination thereof, the Executive’s status at any time as a holder of employment by any securities of the Company, or with otherwise. This includes, but is not limited to, a release of any and all claims arising under the laws of the United States, any other country, or all Released Parties; any claim for wagesstate, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims locality relating to benefits; any claim under or with respect to all stock option, restricted stock, phantom stock or other equity-based incentive, plan of any or all Released Parties (or any related agreement to which any Released Party is a party); all alleged breaches of all express or implied contracts of employment; all alleged torts; breaches of all restrictions on all Released Parties’ rights to terminate the employment of the undersigned; and all alleged violations of all federal, state or local statutes, ordinances, laws, regulations, judicially-created rights, or other legal rights securities, including, without limitation, claims of wrongful discharge, breach of express or implied contract (whether oral or written), fraud, misrepresentation, defamation, or liability in tort, common law or public policy, claims of any kind that may be brought in any court or administrative agency, any claims arising under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Equal Pay Americans with Disabilities Act, the Family Medical Leave Fair Labor Standards Act, the Americans With Disabilities Act, 42 U.S.C. §§ 1981 – 1986, the Older Workers’ Benefit Protection Act of 1990, the Employee Executive Retirement Income Security Act, the National Labor Relations Family and Medical Leave Act, the Delaware Discrimination in Employment Act, the Securities Act of 1933, the Securities Exchange Act of 1934, the Xxxxxxxx-Xxxxx Act, and similar statutes, ordinances, and regulations of the Oklahoma Labor Code (40 O.S. §§ 1United States, any other country, or any state or locality. This release of claims further includes, but is not limited to, Executive’s waiver of any right or claim to compensation, wages, back pay, reinstatement or re-101 et seq.)employment, each as amended. Notwithstanding bonuses, or benefits of any kind or any nature arising or derivative from Executive’s employment with the foregoingCompany, the termination thereof, or otherwise; provided, however, notwithstanding anything to the contrary set forth herein, that this Release general release shall not operate to release any rights or claims (and such rights or claims shall not be included in the definition of “Claims”) of the undersigned with respect extend to (ix) accrued amounts owed to or vested benefits he may haverights available for the Executive under that certain Change-in-Control Agreement dated January 7, if any, under any applicable plan, policy, program, arrangement or agreement of any Mid-Con Entity (as defined in the Employment Agreement), including, without limitation, pursuant to any equity or long-term incentive plans, programs or agreements, (ii) indemnification and/or advancement of expenses pursuant to the corporate governance documents of any Mid-Con Entity or applicable law, or the protections of any directors’ and officers’ liability policies of any Mid-Con Entity, (iii) claims which arise after the date the undersigned executes this Release, or (iv) any Excluded Claims. The undersigned may cancel and revoke this Agreement by delivering a written revocation notice to: Mid-Con Energy Partners, L.P., Attention: Chairman of the Compensation and Governance Committee of the Board of Directors, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 000002011, by and between the end of business on Company and the seventh day after the undersigned signs this Agreement Executive (the “Deadline”). If the Deadline is a Saturday, Sunday or day on which the U.S. Postal Service does not generally deliver mail, the Deadline will extended to the close of business on the first business day after such day on which the Postal Service generally delivers mail. If I do not revoke this Agreement by the Deadline, then (a) the Companies and the undersigned waive the right to cancel or rescind this Agreement even if the other party breaches this Change-in-Control Agreement, although the party suffering a breach may assert a claim for such breach of this Agreement and (b) the day after the Deadline will be the “Effective Date.” The undersigned warrants to the Companies that (a) the undersigned was given the opportunity to take at least 21 days to consider this Agreement, (b) the undersigned was encouraged to consult his attorney before he signed this Agreement, (c) the undersigned was encouraged to discussed this Agreement with the EEOC’s mediator, (d) the undersigned resigned on , 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other pay, and the undersigned has received all benefits, to which he is entitled from the Companies through and including the Termination Date. The undersigned warrants to the Companies that he does not know of any misrepresentation, fraud, deceit, obtaining of money by improper means, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands and agrees that he is waiving all possible rights and claims against the Released Parties under the federal Age Discrimination in Employment Act of 1967 as amended (the “ADEA”) and (y) benefit claims under employee pension benefit plans in which the Older Worker’s Benefit Protection Act Executive is a participant by virtue of 1990 his employment with the Company or benefit claims under employee welfare benefit plans for covered occurrences (the “OWBPA”). Ten percent of the undersigned’s Severance Pay is consideration for this waiver. The undersigned’s release does not affect his right to notify a government agency of wrongdoing against hime.g., medical care, death, or against others, by the Companies. Any Released Party may enforce this release onset of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents and warrants that there has been no assignment or other transfer of any interest in any Claim which he may have against any or all of the Released Parties and the undersigned agrees to indemnify, pay for the defense of, and hold every and all of the Released Parties harmless, from all liabilities, Claims, demands, damages, costs, expenses and attorneys’ fees incurred by any of all of the Released Parties as the result of any such assignment or transfer or any rights or Claims under any such assignment or transfer. The indemnifications, payments for defense, and hold harmless obligations, stated in the previous sentence, are not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit disability) arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, in addition to any other damages caused to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor after the execution of this Release shall constitute by the Executive. This Release does not waive any rights to indemnification the Executive has under any insurance policy, by laws or be construed as an admission of any liability whatsoever by any Released Party, who have consistently taken the position that they have no liability whatsoever other documents or agreements to the undersigned. The undersigned acknowledges that different or additional facts which Executive may be discovered entitled for actions taken in addition to what is now known or believed to be true by him with respect to good faith during the matters released in this Agreement, and the undersigned agrees that this Agreement shall be and remain in effect in all respects as a complete and final release term of the matters released, notwithstanding any different or additional factshis employment.

Appears in 1 contract

Samples: Change in Control Agreement (Information Services Group Inc.)

FORM OF RELEASE. For valuable consideration, the receipt and adequacy of which are hereby acknowledged, the undersigned does hereby release and forever discharge Mid-Con Energy Partners L.P., Xxxxx Xxxxxxxx (the “LPExecutive”) agrees for the Executive, the Executive’s spouse and child or children (if any), the Executive’s heirs, beneficiaries, devisees, executors, administrators, attorneys, personal representatives, successors and assigns, hereby forever to release, discharge, and covenant not to xxx Summit Midstream Partners, LLC, a Delaware limited liability company (the “Company”), Mid-Con Energy GPand any of its past, LLC (the “LLC”)present, every entity of which the LP and the LLCor future parent, together or separatelyaffiliated, related, and/or subsidiary entities, and directly or indirectly, control at least 50% all of the voting or management rights or interests (all of which entities, together with the LP past and the LLC, are called the “Companies”) and each of the Companies’ joint or several partnerspresent directors, shareholders, members, owners, associates, affiliates, subsidiaries, successors, heirs, assigns, agents, directors, officers, managersgeneral or limited partners, employees, representatives, insurersagents, and attorneys, and all persons acting byagents and representatives of such entities, throughand employee benefit plans in which the Executive is or has been a participant by virtue of his employment with the Company (collectively, or under them, or any of them (all of which and whom are collectively called the “Released PartiesReleasees”), of from any and from all claims, actionsdebts, demands, accounts, judgments, rights, causes of action action, equitable relief, damages, costs, charges, complaints, obligations, promises, agreements, controversies, suits, expenses, compensation, responsibility and liability of every kind and character whatsoever (including attorneys’ fees and costs), whether in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, torts, demands, damages, losses, costs, attorneys’ fees or expenses, of any nature whatsoever, known or unknown, fixed asserted or contingent (“Actions”)unasserted, suspected or unsuspected, which the undersigned now Executive has or may hereafter have had against such Releasees based on any events or all of the Released Parties by reason of any matter, cause, circumstances arising or thing whatsoever arising from the beginning of time occurring on or prior to the date hereof this release (hereinafter called the ClaimsRelease)) is executed, providedarising directly or indirectly out of, howeverrelating to, that the undersigned does not release or in any other way involving in any manner whatsoever, (a) any Claims for defense and/or indemnity pursuant to any obligation to defend the Executive’s employment with the Company or indemnify that exists on its subsidiaries or the date of this Release termination thereof or (b) claims for vested benefits under the Executive’s status at any employee benefit plan time as defined by the Employee Retirement Income Security Act a holder of 1974 and applicable regulations, both as amended to the date of this Release (both of which (a) and (b) are called the “Excluded Claims”). The Claims released herein include, without limiting the generality any securities of the foregoingCompany, and any and all Claims in any way claims arising out ofunder federal, based uponstate, or related to the undersigned’s employment or termination of employment by or with any or all Released Parties; any claim for wages, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims local laws relating to benefits; any claim under employment, or with respect to all stock optionsecurities, restricted stockincluding without limitation claims of wrongful discharge, phantom stock or other equity-based incentive, plan breach of any or all Released Parties (or any related agreement to which any Released Party is a party); all alleged breaches of all express or implied contracts of employment; all alleged torts; breaches of all restrictions on all Released Parties’ rights to terminate the employment of the undersigned; and all alleged violations of all federalcontract, state or local statutesfraud, ordinancesmisrepresentation, laws, regulations, judicially-created rightsdefamation, or other legal rights includingliability in tort, without limitationclaims of any kind that may be brought in any court or administrative agency, any claims arising under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Equal Pay Americans with Disabilities Act, the Family Medical Leave Fair Labor Standards Act, the Americans With Disabilities Act, 42 U.S.C. §§ 1981 – 1986, the Older Workers’ Benefit Protection Act of 1990, the Employee Retirement Income Security Act, the National Labor Relations Family and Medical Leave Act, the Securities Act of 1933, the Securities Exchange Act of 1934, the Xxxxxxxx-Xxxxx Act, and similar state or local statutes, ordinances, and regulations; provided, however, notwithstanding anything to the Oklahoma Labor Code (40 O.S. §§ 1-101 et seq.)contrary set forth herein, each as amended. Notwithstanding the foregoing, that this Release shall not operate to release any rights or claims (and such rights or claims shall not be included in the definition of “Claims”) of the undersigned with respect extend to (i) accrued benefit claims under employee pension or vested benefits he may have, if any, under any applicable plan, policy, program, arrangement welfare benefit plans in which the Executive is a participant by virtue of his employment with the Company or agreement of any Mid-Con Entity (as defined in the Employment Agreement), including, without limitation, pursuant to any equity or long-term incentive plans, programs or agreementsits subsidiaries, (ii) indemnification and/or advancement any rights under that certain Amended and Restated Employment Agreement, dated as of expenses pursuant to February 1, 2016, by and between the corporate governance documents of any Mid-Con Entity or applicable law, or Company and the protections of any directors’ and officers’ liability policies of any Mid-Con EntityExecutive, (iii) claims which arise after any rights of indemnification the date Executive may have under any written agreement between the undersigned executes this ReleaseExecutive and the Company (or its affiliates), the Company’s Certificate of Incorporation, the Partnership’s LP Agreement, the General Corporation Law of the State of Delaware, any applicable statute or common law, or pursuant to any applicable insurance policy, (iv) any Excluded Claims. The undersigned may cancel and revoke this Agreement by delivering a written revocation notice to: Mid-Con Energy Partnersunemployment compensation, L.P.(v) contractual rights to vested equity awards, Attention: Chairman of the Compensation and Governance Committee of the Board of Directors, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 00000, by the end of business on the seventh day after the undersigned signs this Agreement (the “Deadline”). If the Deadline is a Saturday, Sunday or day on which the U.S. Postal Service does not generally deliver mail, the Deadline will extended to the close of business on the first business day after such day on which the Postal Service generally delivers mail. If I do not revoke this Agreement by the Deadline, then (avi) the Companies and the undersigned waive the right to cancel or rescind this Agreement even if the other party breaches this Agreement, although the party suffering a breach may assert a claim for such breach of this Agreement COBRA benefits and (bviii) the day after the Deadline will be the “Effective Date.” The undersigned warrants to the Companies that (a) the undersigned was given the opportunity to take at least 21 days to consider this Agreement, (b) the undersigned was encouraged to consult his attorney before he signed this Agreement, (c) the undersigned was encouraged to discussed this Agreement with the EEOC’s mediator, (d) the undersigned resigned on , 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other pay, and the undersigned has received all benefits, to which he is entitled from the Companies through and including the Termination Date. The undersigned warrants to the Companies that he does not know of any misrepresentation, fraud, deceit, obtaining of money by improper means, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands and agrees that he is waiving all possible rights and claims against the Released Parties under the federal Age Discrimination in Employment Act of 1967 as amended (the “ADEA”) and the Older Worker’s Benefit Protection Act of 1990 (the “OWBPA”). Ten percent of the undersigned’s Severance Pay is consideration for this waiver. The undersigned’s release does not affect his right to notify a government agency of wrongdoing against him, or against others, by the Companies. Any Released Party may enforce this release of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents and warrants that there has been no assignment or other transfer of any interest in any Claim which he may have against any or all of the Released Parties and the undersigned agrees to indemnify, pay for the defense of, and hold every and all of the Released Parties harmless, from all liabilities, Claims, demands, damages, costs, expenses and attorneys’ fees incurred by any of all of the Released Parties as the result of any such assignment or transfer or any rights or Claims under any such assignment or transfer. The indemnifications, payments for defense, and hold harmless obligations, stated in the previous sentence, are that may not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, in addition to any other damages caused to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor the execution of this Release shall constitute or be construed as an admission of any liability whatsoever by any Released Party, who have consistently taken the position that they have no liability whatsoever to the undersigned. The undersigned acknowledges that different or additional facts may be discovered in addition to what is now known or believed to be true by him with respect to the matters released in this Agreement, and the undersigned agrees that this Agreement shall be and remain in effect in all respects waived as a complete and final release matter of the matters released, notwithstanding any different or additional factslaw.

Appears in 1 contract

Samples: Employment Agreement (Summit Midstream Partners, LP)

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FORM OF RELEASE. For valuable considerationTHIS RELEASE (“Release”) is granted effective as of the day of , by (“Executive”) in favor of Equifax Inc. (the “Company”). This is the Release referred to in that certain Change in Control Agreement effective as of , 20 by and between the Company and Executive (the “Agreement”), with respect to which this Release is an integral part. FOR AND IN CONSIDERATION of the payments and benefits provided by the Agreement and the Company’s other promises and covenants as recited in the Agreement, the receipt and adequacy sufficiency of which are hereby acknowledged, the undersigned does hereby release Executive, for himself or herself, Executive’s successors and assigns, now and forever discharge Mid-Con Energy Partners L.P.hereby releases and discharges the Company and all its past and present officers, (the “LP”)directors, Mid-Con Energy GPstockholders, LLC (the “LLC”)employees, every entity of which the LP and the LLCagents, together or separatelyparent corporations, and directly or indirectlypredecessors, control at least 50% of the voting or management rights or interests (all of which entities, together with the LP and the LLC, are called the “Companies”) and each of the Companies’ joint or several partners, shareholders, members, owners, associatessubsidiaries, affiliates, subsidiariesestates, successors, heirs, assigns, agentsbenefit plans, directorsconsultants, officers, managers, employees, representatives, insurersadministrators, and attorneys, attorneys (hereinafter collectively referred to as “Releasees”) from any and all persons acting byclaims, through, or under them, or any of them (all of which and whom are collectively called the “Released Parties”), of and from all claimscharges, actions, causes of action in law or in equityaction, sums of money due, suits, debts, lienscovenants, contracts, agreements, promises, liability, torts, demands, damages, losses, costs, attorneys’ fees demands or expenses, of any nature liabilities (hereinafter collectively referred to as “Claims”) whatsoever, in law or in equity, whether known or unknown, fixed which Executive ever had or contingent (“Actions”), which the undersigned now has or may hereafter have against any or all of the Released Parties by reason of any matter, cause, or thing whatsoever arising from the beginning of time up to the date hereof (hereinafter called “Claims”), provided, however, that the undersigned does not release (a) any Claims for defense and/or indemnity pursuant to any obligation to defend or indemnify that exists on the date of this Release or (b) claims for vested benefits under any employee benefit plan as defined by the Employee Retirement Income Security Act of 1974 and applicable regulations, both as amended to the date of this Release (both of which (a“Release”) and (b) are called the “Excluded Claims”). The Claims released herein includeis executed, without limiting the generality of the foregoing, all Claims in any way arising out of, based upon, or related to the undersigned’s employment or termination of employment by or with any or all Released Parties; any claim for wages, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims relating to benefits; any claim under or with respect to all stock option, restricted stock, phantom stock or other equity-based incentive, plan of any or all Released Parties (or any related agreement to which any Released Party is a party); all alleged breaches of all express or implied contracts of employment; all alleged torts; breaches of all restrictions on all Released Parties’ rights to terminate the employment of the undersigned; and all alleged violations of all federal, state or local statutes, ordinances, laws, regulations, judicially-created rights, or other legal rights including, without limitationbut not limited to, claims under the Age Discrimination in Employment Act, as amended by the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Equal Pay Act, the Family Medical Leave Act1964 (and all of its amendments), the Americans With with Disabilities Act, 42 U.S.C. §§ 1981 – 1986as amended, or any other federal or state statutes, all tort claims, all claims for wrongful employment termination or breach of contract, and any other claims which Executive has, had, or may have against the Releasees on account of or arising out of Executive’s employment with or termination from the Company; provided, however, that nothing contained in this Release shall in any way diminish or impair (i) any rights of Executive to the benefits conferred or referenced in the Agreement or under any employment agreement between Executive and the Company, (ii) any rights to indemnification that may exist from time to time under any indemnification agreement between Executive and the Company, or the Company’s articles of incorporation or bylaws, or Georgia law, or (iii) Executive’s ability to raise an affirmative defense in connection with any lawsuit or other legal claim or charge instituted or asserted by the Company against Executive (collectively, the Older Workers’ Benefit Protection Act “Excluded Claims”). Without limiting the generality of 1990, the Employee Retirement Income Security Act, the National Labor Relations Act, and the Oklahoma Labor Code (40 O.S. §§ 1-101 et seq.), each as amended. Notwithstanding the foregoing, this Release shall not operate Executive hereby acknowledges and covenants that in consideration for the sums being paid to release Executive he or she has knowingly waived any rights right or claims (opportunity to assert any claim that is in any way connected with any employment relationship or the termination of any employment relationship which existed between the Company and such rights or claims shall not be included in Executive. Executive further understands and agrees that, except for the definition of “Excluded Claims”) , Executive has knowingly relinquished, waived and forever released any and all remedies arising out of the undersigned with respect to (i) accrued aforesaid employment relationship or vested benefits he may have, if any, under any applicable plan, policy, program, arrangement or agreement of any Mid-Con Entity (as defined in the Employment Agreement)termination thereof, including, without limitation, pursuant to any equity or long-term incentive plansclaims for backpay, programs or agreements, (ii) indemnification and/or advancement of expenses pursuant to the corporate governance documents of any Mid-Con Entity or applicable law, or the protections of any directors’ and officers’ liability policies of any Mid-Con Entity, (iii) claims which arise after the date the undersigned executes this Release, or (iv) any Excluded Claims. The undersigned may cancel and revoke this Agreement by delivering a written revocation notice to: Mid-Con Energy Partners, L.P., Attention: Chairman of the Compensation and Governance Committee of the Board of Directors, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 00000, by the end of business on the seventh day after the undersigned signs this Agreement (the “Deadline”). If the Deadline is a Saturday, Sunday or day on which the U.S. Postal Service does not generally deliver mail, the Deadline will extended to the close of business on the first business day after such day on which the Postal Service generally delivers mail. If I do not revoke this Agreement by the Deadline, then (a) the Companies and the undersigned waive the right to cancel or rescind this Agreement even if the other party breaches this Agreement, although the party suffering a breach may assert a claim for such breach of this Agreement and (b) the day after the Deadline will be the “Effective Date.” The undersigned warrants to the Companies that (a) the undersigned was given the opportunity to take at least 21 days to consider this Agreement, (b) the undersigned was encouraged to consult his attorney before he signed this Agreement, (c) the undersigned was encouraged to discussed this Agreement with the EEOC’s mediator, (d) the undersigned resigned on , 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other front pay, and the undersigned has received all benefitsliquidated damages, to which he is entitled from the Companies through and including the Termination Date. The undersigned warrants to the Companies that he does not know of any misrepresentationcompensatory damages, fraudgeneral damages, deceitspecial damages, obtaining of money by improper meanspunitive damages, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands and agrees that he is waiving all possible rights and claims against the Released Parties under the federal Age Discrimination in Employment Act of 1967 as amended (the “ADEA”) and the Older Worker’s Benefit Protection Act of 1990 (the “OWBPA”). Ten percent of the undersigned’s Severance Pay is consideration for this waiver. The undersigned’s release does not affect his right to notify a government agency of wrongdoing against him, or against others, by the Companies. Any Released Party may enforce this release of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents and warrants that there has been no assignment or other transfer of any interest in any Claim which he may have against any or all of the Released Parties and the undersigned agrees to indemnify, pay for the defense of, and hold every and all of the Released Parties harmless, from all liabilities, Claims, demands, exemplary damages, costs, expenses and attorneys’ fees incurred by fees. Executive specifically acknowledges and agrees that he or she has knowingly and voluntarily released the Company and all other Releasees from any and all claims arising under the Age Discrimination in Employment Act (“ADEA”), 29 U.S.C. § 621, et seq., which Executive ever had or now has from the beginning of all time up to the date this Release is executed, including but not limited to those claims which are in any way connected with any employment relationship or the termination of any employment relationship which existed between the Company and Executive. Executive further acknowledges and agrees that he or she has been advised to consult with an attorney prior to executing this Release and that he or she has been given twenty-one (21) days to consider this Release prior to its execution. Executive also understands that he or she may revoke this Release at any time within seven (7) days following its execution. Executive understands, however, that this Release shall not become effective and that none of the Released Parties as consideration described above shall be paid to him or her until the result expiration of any such assignment the seven-day revocation period. Executive agrees never to seek reemployment or transfer future employment with the Company or any rights or Claims under any such assignment or transfer. The indemnifications, payments for defense, and hold harmless obligations, stated in the previous sentence, are not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of other Releasees. Executive acknowledges that the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, in addition to any other damages caused to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor the execution terms of this Release shall constitute must be kept confidential. Accordingly, Executive agrees not to disclose or publish to any person or entity the terms and conditions or sums being paid in connection with this Release, except as required by law, as necessary to prepare tax returns, or as necessary to enforce the Excluded Claims. It is understood and agreed by Executive that the payment made to him or her is not to be construed as an admission of any liability whatsoever on the part of the Company or any of the other Releasees, by whom liability is expressly denied. Executive agrees and covenants that he or she will not make any Released Party, who have consistently taken the position that they have no liability whatsoever derogatory or disparaging statements about or relating to the undersignedCompany, its business practices, its products, its services or its employment practices and that he or she will not engage in any harassing conduct directed at Company. The undersigned For purposes of this provision, “Company” means and includes the Company and its officers, directors, agents, representatives and employees. Nothing in this provision is intended to prohibit Executive from testifying truthfully in any judicial or quasi-judicial proceeding. This Release is executed by Executive voluntarily and is not based upon any representations or statements of any kind made by the Company or any of the other Releasees as to the merits, legal liabilities or value of his or her claims. Executive further acknowledges that different he or additional facts she has had a full and reasonable opportunity to consider this Release and that he or she has not been pressured or in any way coerced into executing this Release. Executive acknowledges and agrees that this Release may not be discovered revoked at any time after the expiration of the seven-day revocation period and that he or she will not institute any suit, action, or proceeding, whether at law or equity, challenging the enforceability of this Release. Furthermore, with the exception of an action to challenge his or her waiver of claims under the ADEA, if Executive does not prevail in addition an action to what is now known or believed challenge this Release, to obtain an order declaring this Release to be true null and void, or in any action against the Company or any other Releasee based upon a claim which is covered by him with respect the release set forth herein, Executive shall pay to the matters released Company and/or the appropriate Releasee all their costs and attorneys’ fees incurred in their defense of Executive’s action. This Release and the rights and obligations of the parties hereto shall be governed and construed in accordance with the laws of the State of Georgia. If any provision hereof is unenforceable or is held to be unenforceable, such provision shall be fully severable, and this Agreementdocument and its terms shall be construed and enforced as if such unenforceable provision had never comprised a part hereof, the remaining provisions hereof shall remain in full force and effect, and the undersigned agrees that this Agreement court or tribunal construing the provisions shall add as a part hereof a provision as similar in terms and effect to such unenforceable provision as may be enforceable, in lieu of the unenforceable provision. This document contains all terms of the Release and supersedes and invalidates any previous agreements or contracts. No representations, inducements, promises or agreements, oral or otherwise, which are not embodied herein shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any different force or additional factseffect.

Appears in 1 contract

Samples: Change in Control Agreement (Equifax Inc)

FORM OF RELEASE. For valuable consideration, the receipt and adequacy of which are hereby acknowledged, the undersigned does hereby release and forever discharge Mid-Con Energy Partners L.P., XXXXX XXXXXX (the “LPExecutive”) agrees for the Executive, the Executive’s spouse and child or children (if any), the Executive’s heirs, beneficiaries, devisees, executors, administrators, attorneys, personal representatives, successors and assigns, hereby forever to release, discharge, and covenant not to xxx Information Services Group Inc. (the “Company”), Mid-Con Energy GPthe Company’s past, LLC (the “LLC”)present, every entity of which the LP and the LLCor future parent, together or separatelyaffiliated, related, and/or subsidiary entities, and directly or indirectly, control at least 50% of the voting or management rights or interests (all of which entities, together with the LP their past and the LLC, are called the “Companies”) and each of the Companies’ joint or several partnerspresent directors, shareholders, membersofficers, ownersgeneral or limited partners, associates, affiliates, subsidiaries, successors, heirs, assignsemployees, agents, directors, officers, managers, employees, representatives, insurers, insurers and attorneys, and all persons acting byagents and representatives of such entities, throughin such capacities, and employee benefit plans in which the Executive is or under themhas been a participant by virtue of his employment with the Company and benefit plan administrators, and the successors of the Company or any of them the foregoing entities (all of which and whom are collectively called collectively, the “Released PartiesReleasees”), of from any and from all claims, actionsdebts, demands, accounts, judgments, rights, causes of action action, equitable relief, damages, costs, charges, complaints, obligations, promises, agreements, controversies, suits, expenses, compensation, responsibility and liability of every kind and character whatsoever (including attorneys’ fees and costs), whether in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, torts, demands, damages, losses, costs, attorneys’ fees or expenses, of any nature whatsoever, known or unknown, fixed asserted or contingent (“Actions”)unasserted, suspected or unsuspected, which the undersigned now Executive has or may hereafter have had against the Company or the Releasees based on any events or all of the Released Parties by reason of any matter, cause, circumstances arising or thing whatsoever arising from the beginning of time occurring on or prior to the date hereof (hereinafter called “Claims”), provided, however, that the undersigned does not release (a) any Claims for defense and/or indemnity pursuant to any obligation to defend or indemnify that exists on the date of this Release is executed, arising directly or (b) claims for vested benefits under any employee benefit plan as defined by the Employee Retirement Income Security Act of 1974 and applicable regulations, both as amended to the date of this Release (both of which (a) and (b) are called the “Excluded Claims”). The Claims released herein include, without limiting the generality of the foregoing, all Claims in any way arising indirectly out of, based uponrelating to, or related to in any other way involving in any manner whatsoever the undersignedExecutive’s employment with the Company or the termination thereof, the Executive’s status at any time as a holder of employment by any securities of the Company, or with otherwise. This includes, but is not limited to, a release of any and all claims arising under the laws of the United States, any other country, or all Released Parties; any claim for wagesstate, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims locality relating to benefits; any claim under or with respect to all stock option, restricted stock, phantom stock or other equity-based incentive, plan of any or all Released Parties (or any related agreement to which any Released Party is a party); all alleged breaches of all express or implied contracts of employment; all alleged torts; breaches of all restrictions on all Released Parties’ rights to terminate the employment of the undersigned; and all alleged violations of all federal, state or local statutes, ordinances, laws, regulations, judicially-created rights, or other legal rights securities, including, without limitation, claims of wrongful discharge, breach of express or implied contract (whether oral or written), fraud, misrepresentation, defamation, or liability in tort, common law or public policy, claims of any kind that may be brought in any court or administrative agency, any claims arising under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Equal Pay Americans with Disabilities Act, the Family Medical Leave Fair Labor Standards Act, the Americans With Disabilities Act, 42 U.S.C. §§ 1981 – 1986, the Older Workers’ Benefit Protection Act of 1990, the Employee Executive Retirement Income Security Act, the National Labor Relations Family and Medical Leave Act, the Delaware Discrimination in Employment Act, the Securities Act of 1933, the Securities Exchange Act of 1934, the Xxxxxxxx-Xxxxx Act, and similar statutes, ordinances, and regulations of the Oklahoma Labor Code (40 O.S. §§ 1United States, any other country, or any state or locality. This release of claims further includes, but is not limited to, Executive’s waiver of any right or claim to compensation, wages, back pay, reinstatement or re-101 et seq.)employment, each as amended. Notwithstanding bonuses, or benefits of any kind or any nature arising or derivative from Executive’s employment with the foregoingCompany, the termination thereof, or otherwise; provided, however, notwithstanding anything to the contrary set forth herein, that this Release general release shall not operate to release any rights or claims (and such rights or claims shall not be included in the definition of “Claims”) of the undersigned with respect extend to (ix) accrued amounts owed to or vested benefits he may haverights available for the Executive under that certain Severance Agreement dated October 5, if any, under any applicable plan, policy, program, arrangement or agreement of any Mid-Con Entity (as defined in the Employment Agreement), including, without limitation, pursuant to any equity or long-term incentive plans, programs or agreements, (ii) indemnification and/or advancement of expenses pursuant to the corporate governance documents of any Mid-Con Entity or applicable law, or the protections of any directors’ and officers’ liability policies of any Mid-Con Entity, (iii) claims which arise after the date the undersigned executes this Release, or (iv) any Excluded Claims. The undersigned may cancel and revoke this Agreement by delivering a written revocation notice to: Mid-Con Energy Partners, L.P., Attention: Chairman of the Compensation and Governance Committee of the Board of Directors, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 000002009, by and between the end of business on Company and the seventh day after the undersigned signs this Agreement Executive (the “DeadlineSeverance Agreement). If ) and (y) benefit claims under employee pension benefit plans in which the Deadline Executive is a Saturdayparticipant by virtue of his employment with the Company or benefit claims under employee welfare benefit plans for covered occurrences (e.g., Sunday medical care, death, or day on which onset of disability) arising after the U.S. Postal Service execution of this Release by the Executive. This Release does not generally deliver mailwaive any rights to indemnification the Executive has under any insurance policy, by laws or other documents or agreements to which Executive may be entitled for actions taken in good faith during the Deadline will extended to the close term of business on the first business day after such day on which the Postal Service generally delivers mailhis employment. If I do not revoke this Agreement by the Deadline, then (a) the Companies The Executive hereby represents and the undersigned waive the right to cancel or rescind this Agreement even if the other party breaches this Agreement, although the party suffering a breach may assert a claim for such breach of this Agreement and (b) the day after the Deadline will be the “Effective Date.” The undersigned warrants to the Companies that (a) the undersigned was given the opportunity to take at least 21 days to consider this Agreement, (b) the undersigned was encouraged to consult his attorney before he signed this Agreement, (c) the undersigned was encouraged to discussed this Agreement with the EEOC’s mediator, (d) the undersigned resigned on , 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other pay, Company and the undersigned Releasees that he has received all benefitsnot filed any action, to which he is entitled from complaint, charge, grievance, arbitration or similar proceeding against the Companies through and including Company or the Termination Dateother Releasees. The undersigned warrants to the Companies Executive understands that he does not know this Release includes a release of any misrepresentation, fraud, deceit, obtaining of money by improper means, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands and agrees that he is waiving all possible rights and claims against the Released Parties arising under the federal Age Discrimination in Employment Act of 1967 as amended (the “ADEA”) and the Older Worker’s Benefit Protection Act of 1990 (the “OWBPA”). Ten percent of the undersigned’s Severance Pay is consideration for this waiver. The undersigned’s release does not affect his right to notify a government agency of wrongdoing against him, or against others, by the Companies. Any Released Party may enforce this release of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents Executive understands and warrants that there he has been no assignment or other transfer given a period of any interest in any Claim which he may have against any or all of the Released Parties 21 days to review and the undersigned agrees to indemnify, pay for the defense of, and hold every and all of the Released Parties harmless, from all liabilities, Claims, demands, damages, costs, expenses and attorneys’ fees incurred by any of all of the Released Parties as the result of any such assignment or transfer or any rights or Claims under any such assignment or transferconsider this Release. The indemnifications, payments Executive further acknowledges that the consideration given for defense, and hold harmless obligations, stated in the previous sentence, are not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, this Release is in addition to any other damages caused anything of value to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor the execution of this Release shall constitute or be construed as an admission of any liability whatsoever by any Released Party, who have consistently taken the position that they have no liability whatsoever to the undersigned. The undersigned acknowledges that different or additional facts may be discovered in addition to what which he is now known or believed to be true by him with respect to the matters released in this Agreement, and the undersigned agrees that this Agreement shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any different or additional facts.already

Appears in 1 contract

Samples: Severance Agreement (Information Services Group Inc.)

FORM OF RELEASE. For valuable consideration, In consideration for the receipt payment of the Severance Payment provided for per the terms of the Employment Agreement between the Company and adequacy of which are hereby acknowledged, the undersigned does hereby release and forever discharge Mid-Con Energy Partners L.P., Rxxxxxx Xxxxxxx Xxxxxxxxxx (the “LPExecutive”) agrees for the Executive, the Executive’s spouse and child or children (if any), the Executive’s heirs, beneficiaries, devisees, executors, administrators, attorneys, personal representatives, successors and assigns, hereby forever to release, discharge, and covenant not to sue Anebulo Pharmaceuticals, Inc., a Delaware corporation (the “Company”), Mid-Con Energy GPand any of its past, LLC (the “LLC”)present, every entity of which the LP and the LLCor future parent, together or separatelyaffiliated, related, and/or subsidiary entities, and directly or indirectly, control at least 50% all of the voting or management rights or interests (all of which entities, together with the LP past and the LLC, are called the “Companies”) and each of the Companies’ joint or several partnerspresent directors, shareholders, members, owners, associates, affiliates, subsidiaries, successors, heirs, assigns, agents, directors, officers, managersgeneral or limited partners, employees, representatives, insurersagents, and attorneys, and all persons acting byagents and representatives of such entities, throughand employee benefit plans in which the Executive is or has been a participant by virtue of his employment with the Company (collectively, or under them, or any of them (all of which and whom are collectively called the “Released PartiesReleasees”), of from any and from all claims, actionsdebts, demands, accounts, judgments, rights, causes of action action, equitable relief, damages, costs, charges, complaints, obligations, promises, agreements, controversies, suits, expenses, compensation, responsibility and liability of every kind and character whatsoever (including attorneys’ fees and costs), whether in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, torts, demands, damages, losses, costs, attorneys’ fees or expenses, of any nature whatsoever, known or unknown, fixed asserted or contingent (“Actions”)unasserted, suspected or unsuspected, which the undersigned now Executive has or may hereafter have had against such Releasees based on any events or all of the Released Parties by reason of any matter, cause, circumstances arising or thing whatsoever arising from the beginning of time occurring on or prior to the date hereof this release (hereinafter called the ClaimsRelease)) is executed, providedarising directly or indirectly out of, howeverrelating to, that the undersigned does not release or in any other way involving in any manner whatsoever, (a) any Claims for defense and/or indemnity pursuant to any obligation to defend the Executive’s employment with the Company or indemnify that exists on its subsidiaries or the date of this Release termination thereof or (b) claims for vested benefits under the Executive’s status at any employee benefit plan time as defined by the Employee Retirement Income Security Act a holder of 1974 and applicable regulations, both as amended to the date of this Release (both of which (a) and (b) are called the “Excluded Claims”). The Claims released herein include, without limiting the generality any securities of the foregoingCompany, and any and all Claims in any way claims arising out ofunder federal, based uponstate, or related to the undersigned’s employment or termination of employment by or with any or all Released Parties; any claim for wages, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims local laws relating to benefits; any claim under employment, or with respect to all stock optionsecurities, restricted stockincluding without limitation claims of wrongful discharge, phantom stock or other equity-based incentive, plan breach of any or all Released Parties (or any related agreement to which any Released Party is a party); all alleged breaches of all express or implied contracts contract, fraud, misrepresentation, defamation, or liability in tort, claims of employment; all alleged torts; breaches any kind that may be brought in any court or administrative agency, any claims of all restrictions on all Released Parties’ rights to terminate the employment of the undersigned; and all alleged violations of all federaldiscrimination such as those laws or regulations concerning discrimination, state or local statutesharassment, ordinances, laws, regulations, judicially-created rightsretaliation, or other legal rights includingunlawful conduct on the basis of race (including skin color and traits historically associated with race, without limitationsuch as hair texture and protective hairstyles), color, creed, religion, age, sex, sexual orientation (including gender expression/identity), pregnancy (including childbirth and related medical conditions), national origin, nationality, place of birth, ancestry, citizenship, veteran status, military service or application for military service, marital, civil union, or registered domestic partner status, disability or handicap, medical condition, genetic testing and information, HIV or AIDS status, possession of sickle cell or hemoglobin C trait, lawful use of lawful products, lawful off-duty activities, family responsibilities (including caregiving responsibilities), reproductive health decisions, political affiliation, status as a domestic violence victim, testimony or assistance with hazardous chemicals proceedings or investigations, jury service, engaging in acts protected by public policy, National Guard service, background checks, criminal history, or any other characteristic protected by law, any claims arising under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Equal Pay Act, the Family Medical Leave Act, the Americans With Disabilities Act, 42 U.S.C. §§ 1981 – 1986, the Older Workers’ Benefit Protection Act of 1990, the Americans with Disabilities Act, the Fair Labor Standards Act, the Employee Retirement Income Security Act, the National Labor Relations Family and Medical Leave Act, any federal, state, or local law, regulation, or constitution relating to termination rights, benefits, or employee benefit plans, (including the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), the Worker Adjustment and Retraining Notification Act, and the Oklahoma Labor Code (40 O.S. §§ 1-101 et seq.any state equivalent of either Act), each as amended. Notwithstanding the foregoingSecurities Act of 1933, the Securities Exchange Act of 1934, the Sxxxxxxx-Xxxxx Act, and similar state or local statutes, ordinances, and regulations; provided, however, notwithstanding anything to the contrary set forth herein, that this Release shall not operate to release any rights or claims (and such rights or claims shall not be included in the definition of “Claims”) of the undersigned with respect extend to (i) accrued claims for breach or vested benefits he may have, if any, under any applicable plan, policy, program, arrangement or agreement enforcement of any Mid-Con Entity (as defined in the Employment this Agreement), including, without limitation, pursuant to any equity or long-term incentive plans, programs or agreements, (ii) indemnification and/or advancement of expenses pursuant to the corporate governance documents of any Mid-Con Entity or applicable law, or the protections of any directors’ and officers’ liability policies of any Mid-Con Entity, (iii) claims which that arise after the date the undersigned executes this Release, or (iv) any Excluded Claims. The undersigned may cancel and revoke this Agreement by delivering a written revocation notice to: Mid-Con Energy Partners, L.P., Attention: Chairman execution of the Compensation and Governance Committee of the Board of Directors, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 00000, by the end of business on the seventh day after the undersigned signs this Agreement (including claims challenging the “Deadline”). If the Deadline is a Saturday, Sunday or day on which the U.S. Postal Service does not generally deliver mail, the Deadline will extended to the close of business on the first business day after such day on which the Postal Service generally delivers mail. If I do not revoke this Agreement by the Deadline, then (a) the Companies and the undersigned waive the right to cancel or rescind this Agreement even if the other party breaches this Agreement, although the party suffering a breach may assert a claim for such breach validity of this Agreement and (b) the day after the Deadline will be the “Effective Date.” The undersigned warrants to the Companies that (a) the undersigned was given the opportunity to take at least 21 days to consider this Agreement, (b) the undersigned was encouraged to consult his attorney before he signed this Agreement, (c) the undersigned was encouraged to discussed this Agreement with the EEOC’s mediator, (d) the undersigned resigned on , 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other pay, and the undersigned has received all benefits, to which he is entitled from the Companies through and including the Termination Date. The undersigned warrants to the Companies that he does not know of any misrepresentation, fraud, deceit, obtaining of money by improper means, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands and agrees that he is waiving all possible rights and claims against the Released Parties under the federal Age Discrimination in Employment Act and/or the Older Workers’ Benefit Protection Act), (iii) entitlement claims under ERISA for vested benefits arising under any applicable ERISA plan that cannot be forfeited or denied under ERISA, (iv) claims for unemployment or workers’ compensation benefits, (v) any rights of 1967 indemnification the Executive may have under any written agreement between the Executive and the Company (or its affiliates), the Company’s Certificate of Incorporation, the Partnership’s LP Agreement, the General Corporation Law of the State of Delaware, any applicable statute or common law, or pursuant to any applicable insurance policy, (vi) contractual rights to vested equity awards, (vii) COBRA benefits and (viii) any rights that may not be waived as amended a matter of law. The Executive understands that this Release includes a release of claims arising under the Age Discrimination in Employment Act (the “ADEA”) and the Older Worker’s Workers’ Benefit Protection Act of 1990 (the “OWBPA”). Ten percent of the undersigned’s Severance Pay is consideration for this waiver. The undersigned’s release does not affect his right to notify a government agency of wrongdoing against him, or against others, by the Companies. Any Released Party may enforce this release of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents Executive understands and warrants that there he has been no assignment or other transfer given a period of any interest in any Claim which 21 days to review and consider this Release. The Executive further warrants that he understands that he may have against any use as much or all of the Released Parties and the undersigned agrees to indemnify, pay for the defense ofhis 21-day period as he wishes before signing, and hold every and all of the Released Parties harmless, from all liabilities, Claims, demands, damages, costs, expenses and attorneys’ fees incurred by any of all of the Released Parties as the result of any such assignment or transfer or any rights or Claims under any such assignment or transferwarrants that he has done so. The indemnificationsExecutive further warrants that he understands that, payments for defense, and hold harmless obligations, stated in the previous sentence, are not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, in addition to any other damages caused to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor the execution of this Release shall constitute or be construed as an admission of any liability whatsoever by any Released Party, who have consistently taken the position that they have no liability whatsoever to the undersigned. The undersigned acknowledges that different or additional facts may be discovered in addition to what is now known or believed to be true by him with respect to the matters released in this Agreement, and the undersigned agrees that this Agreement shall be and remain in effect in all respects as a complete and final release of age discrimination claims only, he has a period of seven (7) days after executing on the matters released, notwithstanding any different or additional factssecond signature line below to revoke the release of age discrimination claims by notice in writing to the Company.

Appears in 1 contract

Samples: Employment Agreement (Anebulo Pharmaceuticals, Inc.)

FORM OF RELEASE. For valuable considerationIn further consideration of the compensation and benefits provided by Radian Group Inc. (“Radian”) to Sumita Pxxxxx (xxxxxxer with her heirs, administrators, representatives, executors, legatees, successors, agents and assigns in their capacities as such “Executive”) pursuant to the receipt Severance Agreement between Executive and adequacy Radian effective as of March 6, 2023, to which are hereby acknowledged, the undersigned does hereby release and forever discharge Mid-Con Energy Partners L.P., this Exhibit A is attached (the “LPAgreement”), Mid-Con Energy GPthe Executive hereby agrees, LLC subject to and without waiving any rights identified in Section 9(c) of the Agreement, to the maximum extent permitted by law, to irrevocably and unconditionally RELEASE AND FOREVER DISCHARGE Radian and its subsidiaries (together, the “LLC”), every entity of which the LP and the LLC, together or separately, and directly or indirectly, control at least 50% of the voting or management rights or interests (all of which entities, together with the LP and the LLC, are called the “CompaniesCompany”) and each of the Companies’ joint its and their past or several partnerspresent parents, shareholders, members, owners, associates, subsidiaries and affiliates, subsidiariestheir past or present officers, successorsdirectors, stockholders, employees and agents, their respective successors and assigns, heirs, assignsexecutors and administrators, agentsthe pension and employee benefit plans of the Company and of the Company’s past or present parents, directors, officers, managers, employees, representatives, insurerssubsidiaries or affiliates, and attorneysthe past or present trustees, administrators, agents or employees of all such pension and all persons acting by, through, or under them, or any of them employee benefit plans (all of which and whom are hereinafter collectively called included within the term the “Released Parties”), acting in any capacity whatsoever, of and from any and all claims, manner of actions and causes of actions, causes of action suits, debts, claims and demands whatsoever in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, torts, demands, damages, losses, costs, attorneys’ fees or expenses, of any nature whatsoever, whether known or unknown, fixed or contingent (“Actions”), which the undersigned Executive ever had, now has has, or may hereafter have, or which the Executive’s heirs, executors or administrators may have against any or all of the Released Parties Parties, by reason of any matter, cause, cause or thing whatsoever arising from the beginning of time the Executive’s employment with the Company to and including the date hereof on which the Executive executes this release of claims (hereinafter called ClaimsRelease”), providedand particularly, however, that the undersigned does not release (a) any Claims for defense and/or indemnity pursuant to any obligation to defend or indemnify that exists on the date of this Release or (b) claims for vested benefits under any employee benefit plan as defined by the Employee Retirement Income Security Act of 1974 and applicable regulations, both as amended to the date of this Release (both of which (a) and (b) are called the “Excluded Claims”). The Claims released herein include, but without limiting the generality limitation of the foregoingforegoing general terms, all Claims any claims arising from or relating in any way arising out ofto the Executive’s employment relationship and/or the termination of the Executive’s employment relationship with the Company, based uponincluding but not limited to, any claims which have been asserted, could have been asserted, or related to could be asserted now or in the undersigned’s employment or termination of employment by or with any or all Released Parties; future, which includes any claim for wages, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims relating to benefits; right based upon or arising under any claim under or with respect to all stock option, restricted stock, phantom stock or other equity-based incentive, plan of any or all Released Parties (or any related agreement to which any Released Party is a party); all alleged breaches of all express or implied contracts of employment; all alleged torts; breaches of all restrictions on all Released Parties’ rights to terminate the employment of the undersigned; and all alleged violations of all federal, state or local statutes, ordinances, fair employment practices or equal opportunity laws, regulations, judicially-created rights, or other legal rights including, without limitationbut not limited to, any claims under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment ActFamily and Medical Leave Act of 1993, the Equal Pay Act, the Family Medical Leave Employee Retirement Income Security Act (“ERISA”) (including, but not limited to, claims for breach of fiduciary duty under ERISA), the Americans with Disabilities Act, the Americans With Disabilities Act, 42 U.S.C. §§ 1981 – 1986Age Discrimination in Employment Act (“ADEA”), the Older Workers’ Benefit Protection Act of 1990, the Employee Retirement Income Security Act, the National Labor Relations Act, and the Oklahoma Labor Code (40 O.S. §§ 1-101 et seq.), each as amended. Notwithstanding the foregoing, this Release shall not operate to release any rights or claims (and such rights or claims shall not be included in the definition of “Claims”) of the undersigned with respect to (i) accrued or vested benefits he may have, if any, under any applicable plan, policy, program, arrangement or agreement of any Mid-Con Entity (as defined in the Employment Agreement), including, without limitation, pursuant to any equity or long-term incentive plans, programs or agreements, (ii) indemnification and/or advancement of expenses pursuant to the corporate governance documents of any Mid-Con Entity or applicable law, or the protections of any directors’ and officers’ liability policies of any Mid-Con Entity, (iii) claims which arise after the date the undersigned executes this Release, or (iv) any Excluded Claims. The undersigned may cancel and revoke this Agreement by delivering a written revocation notice to: Mid-Con Energy Partners, L.P., Attention: Chairman of the Compensation and Governance Committee of the Board of Directors, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 00000, by the end of business on the seventh day after the undersigned signs this Agreement (the “Deadline”). If the Deadline is a Saturday, Sunday or day on which the U.S. Postal Service does not generally deliver mail, the Deadline will extended to the close of business on the first business day after such day on which the Postal Service generally delivers mail. If I do not revoke this Agreement by the Deadline, then (a) the Companies and the undersigned waive the right to cancel or rescind this Agreement even if the other party breaches this Agreement, although the party suffering a breach may assert a claim for such breach of this Agreement and (b) the day after the Deadline will be the “Effective Date.” The undersigned warrants to the Companies that (a) the undersigned was given the opportunity to take at least 21 days to consider this Agreement, (b) the undersigned was encouraged to consult his attorney before he signed this Agreement, (c) the undersigned was encouraged to discussed this Agreement with the EEOC’s mediator, (d) the undersigned resigned on , 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other pay, and the undersigned has received all benefits, to which he is entitled from the Companies through and including the Termination Date. The undersigned warrants to the Companies that he does not know of any misrepresentation, fraud, deceit, obtaining of money by improper means, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands and agrees that he is waiving all possible rights and claims against the Released Parties under the federal Age Discrimination in Employment Act of 1967 as amended (the “ADEA”) and the Older Worker’s Benefit Protection Act of 1990 (the “OWBPA”). Ten percent , Pennsylvania Human Relations Act, Pennsylvania Equal Pay Law, Pennsylvania Whistleblower Law, if applicable, Pennsylvania Pregnancy Guidelines of the undersignedHuman Relations Commission, if applicable, California’s Severance Fair Employment and Housing Act, the Unruh Cixxx Xights Act, the California Business and Professions Code, California Equal Pay is consideration for this waiver. The undersignedLaw, California Whistleblower Protection Laws, California Family Rights Act, California Pregnancy Disability Leave Law, if applicable, California Fair Pay Act, California WARN Act, California Civil Code, California Labor Code (except as prohibited by law), wrongful termination in violation of public policy (Tameny cxxxxx), including all amendments thereto, and any other federal, state or local statutes or common law under which the Executive can waive the Executive’s release does not affect his right to notify a government agency of wrongdoing against himrights, or against others, by the Companies. Any Released Party may enforce this release of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents and warrants that there has been no assignment or other transfer of any interest in any Claim which he may have against any or all of contracts between the Released Parties and the undersigned agrees to indemnify, pay for the defense ofExecutive, and hold every all claims for counsel fees and all costs.1 The Executive acknowledges that the Executive has not made any claims or allegations related to sexual harassment or sexual abuse and none of the Released Parties harmless, from all liabilities, Claims, demands, damages, costs, expenses and attorneys’ fees incurred by any of all payments set forth in the Agreement are related to sexual harassment or sexual abuse. 1 To be updated for applicable state law as of the Released Parties as the result of any such assignment or transfer or any rights or Claims under any such assignment or transfer. The indemnifications, payments for defense, and hold harmless obligations, stated in the previous sentence, are not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, in addition to any other damages caused to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor the execution of this Release shall constitute or be construed as an admission of any liability whatsoever by any Released Party, who have consistently taken the position that they have no liability whatsoever to the undersigned. The undersigned acknowledges that different or additional facts may be discovered in addition to what is now known or believed to be true by him with respect to the matters released in this Agreement, and the undersigned agrees that this Agreement shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any different or additional factsTermination Date.

Appears in 1 contract

Samples: Severance Agreement (Radian Group Inc)

FORM OF RELEASE. For valuable consideration, the receipt and adequacy of which are hereby acknowledged, the undersigned does hereby release and forever discharge Mid-Con Energy Partners L.P., Bxxxx Xxxxxxxx (the “LPExecutive) agrees for the Executive, the Executive’s spouse and child or children (if any), Mid-Con Energy GPthe Executive’s heirs, beneficiaries, devisees, executors, administrators, attorneys, personal representatives, successors and assigns, hereby forever to release, discharge, and covenant not to sxx Summit Operating Services Company, LLC (the “LLCCompany”), every entity and any of which the LP and the LLCits past, together present, or separatelyfuture parent, affiliated, related, predecessor, and/or subsidiary entities, and directly or indirectly, control at least 50% all of the voting or management rights or interests (all of which entities, together with the LP past and the LLC, are called the “Companies”) and each of the Companies’ joint or several partnerspresent directors, shareholders, members, owners, associates, affiliates, subsidiaries, successors, heirs, assigns, agents, directors, officers, managersgeneral or limited partners, employees, representatives, insurersagents, and attorneys, and all persons acting byagents and representatives of such entities, throughand employee benefit plans in which the Executive is or has been a participant by virtue of his employment with the Company (collectively, or under them, or any of them (all of which and whom are collectively called the “Released PartiesReleasees”), of from any and from all claims, actionsdebts, demands, accounts, judgments, rights, causes of action action, equitable relief, damages, costs, charges, complaints, obligations, promises, agreements, controversies, suits, expenses, compensation, responsibility and liability of every kind and character whatsoever (including attorneys’ fees and costs), whether in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, torts, demands, damages, losses, costs, attorneys’ fees or expenses, of any nature whatsoever, known or unknown, fixed asserted or contingent (“Actions”)unasserted, suspected or unsuspected, which the undersigned now Executive has or may hereafter have had against such Releasees based on any events or all of the Released Parties by reason of any matter, cause, circumstances arising or thing whatsoever arising from the beginning of time occurring on or prior to the date hereof this release (hereinafter called the ClaimsRelease)) is executed, providedarising directly or indirectly out of, howeverrelating to, that the undersigned does not release or in any other way involving in any manner whatsoever, (a) the Executive’s employment with the Company or any Claims for defense and/or indemnity pursuant to any obligation to defend of the Releasees or indemnify that exists on the date of this Release or termination thereof, (b) claims for vested benefits under any employee benefit plan as defined by the Employee Retirement Income Security Act of 1974 and applicable regulations, both as amended to the date of this Release (both of which (a) and (b) are called the “Excluded Claims”). The Claims released herein include, without limiting the generality of the foregoing, all Claims in any way arising out of, based upon, or related to the undersigned’s employment or termination of employment by or with any or all Released Parties; any claim for wages, salary, commissions, bonuses, incentive payments, profit-sharing payments, expense reimbursements, leave, vacation, severance pay or other benefits except for Excluded Claims relating to benefits; any claim under or with respect to all stock option, restricted stock, phantom stock or other equity-based incentive, plan of any or all Released Parties (or any related agreement to which any Released Party is a party); all alleged breaches of all express or implied contracts of employment; all alleged torts; breaches of all restrictions on all Released Parties’ rights to terminate the employment of the undersigned; and all alleged violations of all federalcontract (whether written or oral), state or local statutes, ordinances, laws, regulations, judicially-created rights, or other legal rights including, without limitation, under any agreement, letter, or representation relating to the terms and conditions of Executive’s employment, which may have been alleged to exist between Executive and the Company or any other Releasee, or (c) the Executive’s status at any time as a holder of any securities of the Company, and any and all claims arising under federal, state, or local laws relating to employment, or securities, including without limitation claims of wrongful discharge, breach of express or implied contract, fraud, misrepresentation, defamation, or liability in tort, claims of any kind that may be brought in any court or administrative agency, any claims arising under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Equal Pay Americans with Disabilities Act, the Family Medical Leave Fair Labor Standards Act, the Americans With Disabilities Act, 42 U.S.C. §§ 1981 – 1986, the Older Workers’ Benefit Protection Act of 1990, the Employee Retirement Income Security Act, the National Labor Relations Family and Medical Leave Act, the Securities Act of 1933, the Securities Exchange Act of 1934, the Sxxxxxxx-Xxxxx Act, and similar state or local statutes, ordinances, and regulations; provided, however, notwithstanding anything to the Oklahoma Labor Code (40 O.S. §§ 1-101 et seq.)contrary set forth herein, each as amended. Notwithstanding the foregoing, that this Release shall not operate to release any rights or claims (and such rights or claims shall not be included in the definition of “Claims”) of the undersigned with respect extend to (i) accrued benefit claims under employee pension or vested benefits he may have, if any, under any applicable plan, policy, program, arrangement welfare benefit plans in which the Executive is a participant by virtue of his employment with the Company or agreement of any Mid-Con Entity (as defined in the Employment Agreement), including, without limitation, pursuant to any equity or long-term incentive plans, programs or agreementsits subsidiaries, (ii) indemnification and/or advancement any rights under that certain Amended and Restated Employment Agreement, dated as of expenses pursuant February 1, 2016, as amended by that certain Amendment No. 1 to Amended and Restated Employment Agreement, dated as of January 23, 2018 (the corporate governance documents “Employment Agreement”), with the exception of any Mid-Con Entity or applicable lawclaim to any Severance Payment under the Employment Agreement, or the protections of any directors’ all such rights being waived and officers’ liability policies of any Mid-Con Entityreleased by this Release, (iii) claims which arise after any rights of indemnification the date Executive may have under any written agreement between the undersigned executes this ReleaseExecutive and the Company (or its affiliates), the Company’s Certificate of Incorporation, its LLC Agreement, the LP Agreement for Summit Midstream Partners, LP, the General Corporation Law of the State of Delaware, any applicable statute or common law, or pursuant to any applicable insurance policy, (iv) unemployment compensation, (v) contractual rights to vested equity awards, (vi) COBRA benefits and (viii) any Excluded Claimsrights that may not be waived as a matter of law. The undersigned may cancel and revoke this Agreement by delivering a written revocation notice to: Mid-Con Energy Partners, L.P., Attention: Chairman of the Compensation and Governance Committee of the Board of Directors, 0000 Xxxx 00xx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 00000, by the end of business on the seventh day after the undersigned signs this Agreement (the “Deadline”). If the Deadline is a Saturday, Sunday or day on which the U.S. Postal Service does not generally deliver mailIn addition, the Deadline will extended to the close of business on the first business day after such day on which the Postal Service generally delivers mail. If I do not revoke this Agreement by the Deadline, then (a) the Companies and the undersigned waive the right to cancel or rescind this Agreement even if the other party breaches this Agreement, although the party suffering a breach may assert a claim for such breach of this Agreement and (b) the day after the Deadline will be the “Effective Date.” The undersigned warrants to the Companies that (a) the undersigned was given the opportunity to take at least 21 days to consider this Agreement, (b) the undersigned was encouraged to consult his attorney before he signed this Agreement, (c) the undersigned was encouraged to discussed this Agreement with the EEOC’s mediator, (d) the undersigned resigned on , 20 , (the “Termination Date”); (e) the undersigned is voluntarily making this Agreement; (f) no person has committed actual or economic coercion to cause the undersigned to sign this Agreement; and (g) the undersigned has been paid all compensation, overtime and other pay, and the undersigned has received all benefits, to which he is entitled from the Companies through and including the Termination Date. The undersigned warrants to the Companies that he does not know of any misrepresentation, fraud, deceit, obtaining of money by improper means, misuse of the mails, mail or wire fraud, discrimination, harassment, price-fixing, lawbreaking, breach of confidentiality, infringement on the rights of others, failure to notify or warn of defective products, manufacture, sale or lease of unsafe or defective products, or any other illegal or improper action (all of which are called “Improper Conduct”), by the Companies or anyone who is affiliated with the Companies; except that if he does have such knowledge, he has initialed here: and has provided all of the details regarding such knowledge in a written statement attached to this Agreement. (If the Companies’ copy of this Agreement does not have initials in the above blank, and does not have a statement attached to this Agreement, then the undersigned does not have any knowledge of Improper Conduct.) The undersigned understands Company hereby acknowledges and agrees that he is waiving all possible rights and the Executive’s vested Class B Membership Interests in Summit Midstream Management, LLC are not affected or limited by this Release. The Executive understands that this Release includes a release of claims against the Released Parties arising under the federal Age Discrimination in Employment Act of 1967 as amended (the “ADEA”) and the Older Worker’s Benefit Protection Act of 1990 (the “OWBPA”). Ten percent Executive does not waive rights or claims that may arise after the date this Release is executed by Executive, and Executive waives rights or claims only in exchange for consideration in addition to anything of the undersigned’s Severance Pay value to which Executive is consideration for this waiveralready entitled. The undersigned’s release does not affect his right to notify a government agency of wrongdoing against him, or against others, by the Companies. Any Released Party may enforce this release of that Released Party as an intended third-party beneficiary of this Agreement. The undersigned represents Executive understands and warrants that there he has been no assignment or other transfer given a period of any interest in any Claim which 21 days to review and consider this Release. The Executive further warrants that he understands that he may have against any use as much or all of the Released Parties and the undersigned agrees to indemnify, pay for the defense ofhis 21-day period as he wishes before signing, and hold every and all of the Released Parties harmless, from all liabilities, Claims, demands, damages, costs, expenses and attorneys’ fees incurred by any of all of the Released Parties as the result of any such assignment or transfer or any rights or Claims under any such assignment or transferwarrants that he has done so. The indemnificationsExecutive further warrants that he understands that, payments for defense, and hold harmless obligations, stated in the previous sentence, are not conditioned on any Released Party’s payment before recovering from the undersigned under the previous sentence. The undersigned agrees that if he hereafter commences any suit arising out of, based upon, or relating to any of the Claims released hereunder or in any manner asserts against any Released Party, any of the Claims released hereunder, then the undersigned shall pay every and all of the Released Parties, in addition to any other damages caused to the Released Parties thereby, all attorneys’ fees incurred by the Released Parties in defending or otherwise responding to said suit or Claim. Nothing herein shall prevent the undersigned from raising or asserting any defense in any suit, claim, proceeding or investigation brought by any of the Released Parties, and by raising or asserting any such defense, the undersigned shall not become obligated to pay attorneys’ fees under this paragraph. The undersigned further understands and agrees that neither the payment of any sum of money nor the execution of this Release shall constitute or be construed as an admission of any liability whatsoever by any Released Party, who have consistently taken the position that they have no liability whatsoever to the undersigned. The undersigned acknowledges that different or additional facts may be discovered in addition to what is now known or believed to be true by him with respect to the matters released in this Agreement, and the undersigned agrees that this Agreement shall be and remain in effect in all respects as a complete and final release of age discrimination claims only, he/ has a period of seven days after executing on the matters releasedsecond signature line below to revoke the release of age discrimination claims by notice in writing to the Company. The Executive is hereby advised to consult with an attorney prior to executing this Release. By his signature below, notwithstanding any different or additional factsthe Executive warrants that he has had the opportunity to do so and to be fully and fairly advised by that legal counsel as to the terms of this Release.

Appears in 1 contract

Samples: Separation and General Release Agreement (Summit Midstream Partners, LP)

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