Common use of General Release and Covenant Not to Xxx Clause in Contracts

General Release and Covenant Not to Xxx. (a) The Executive and Spouse, on behalf of themselves, their attorneys, heirs, executors, administrators and assigns (together the "Executive Parties"), hereby generally release and forever discharge the Company, Supply and their respective predecessors, successors, assigns, parents, Subsidiaries and affiliates and their respective past and present shareholders, directors, officers, employees, agents, representatives, principals, insurers and attorneys (together the "Company Parties") from any and all claims, demands, liabilities, suits, damages, losses, expenses, attorneys' fees, obligations or causes of action, known or unknown of any kind and every nature whatsoever, and whether or not accrued or matured, which any of them may have, arising out of or relating to (A) any transaction, dealing, relationship, conduct, act or omission, or any other matters or things occurring or existing at any time prior to and including the Termination Date, including but not limited to the Executive's employment by the Company or his services as an Officer or Employee of the Company or its Subsidiaries, or otherwise relating to the termination of such employment or services, and any claim against the Company or Supply based on, relating to or arising under wrongful discharge, breach of contract (whether oral or written), tort, fraud, defamation, negligence, promissory estoppel, Title VII of the Civil Rights Act of 1964, as amended, any other civil or human rights law, the Age Discrimination In Employment Act, Americans With Disabilities Act, Employee Retirement Income Security Act of 1974, as amended, or any other Federal, State or local law relating to employment or discrimination in employment or otherwise, provided, however, that such General Release will not limit or release (i) Executive's rights under this Agreement (including but not limited to the provisions of the Employment Agreement incorporated herein), (ii) Executive's rights to indemnification from the Company in respect of his services as an officer, employee or director of the Company or Supply any of their Subsidiaries as provided by law or the Certificate of Incorporation or by-laws (or like constitutive documents) of the Company or Supply or any Subsidiary thereof, or (iii) except as set forth herein, Executive's contractual rights under any Stock Option Agreement that is in effect with respect to Stock Options that have been granted to Executive prior to the Termination Date. The Executive and Spouse, on behalf of themselves and the Executive Parties, hereby covenant forever not to assert, file, prosecute, commence, institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Company Parties in connection with any matter released in this paragraph 7, and represent and warrant that no other person or entity has initiated or, to the extent within his control, will initiate any such proceeding on their behalf. (b) The Company and Supply, on their own behalf and on behalf of the Company Parties, hereby generally releases and forever discharges the Executive Parties from any and all claims, demands, liabilities, suits, damages, losses, expenses, attorneys' fees, obligations or causes of action, known or unknown of any kind and every nature whatsoever, and whether or not accrued or matured, which any of them may have, arising out of or relating to any transaction, dealing, relationship, conduct, act or omission, or any other matters or things occurring or existing at any time prior to and including the Termination Date, including but not limited to the Executive's employment by the Company or Supply or his services as an Officer, Director or Employee of the Company or Supply or its Subsidiaries, or otherwise relating to the termination of such employment or services, provided, however, that such General Release will not limit or release (i) the Company's or Supply's rights under this Agreement including those provisions of the Employment Agreement incorporated herein by reference, (ii) the Company's or Supply's rights against Executive with respect to any fraudulent or criminal activity (the Company and Supply acknowledge they have no current knowledge of any such activity) or (iii) the Company's rights under any Stock Option Agreement that is in effect with respect to Stock Options that have been granted to Executive prior to the Termination Date. The Company and Supply each, on behalf of itself and the Company Parties, hereby covenants forever not to assert, file, prosecute, commence, institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Executive Parties in connection with any matter released in this paragraph 7, and represents and warrants that no other person or entity has initiated or will initiate any such proceeding on their behalf.

General Release and Covenant Not to Xxx. (a) The 2.1. Executive and Spouse, on behalf of themselves, their attorneys, heirs, executors, administrators and assigns (together the "Executive Parties"), hereby generally release fully and forever discharge releases and discharges the CompanyCompany and its parents, Supply affiliates and their respective predecessorssubsidiaries, including all predecessors and successors, assigns, parentsofficers, Subsidiaries directors, trustees, employees, agents and affiliates and their respective attorneys, past and present shareholders(each, directorsa “Released Person”), officers, employees, agents, representatives, principals, insurers and attorneys (together the "Company Parties") from any and all claims, demands, liabilitiesliens, agreements, contracts, covenants, actions, suits, damages, losses, expenses, attorneys' fees, obligations or causes of action, obligations, controversies, debts, costs, expenses, damages, judgments, orders and liabilities, of whatever kind or nature, direct or indirect, in law, equity or otherwise, whether known or unknown of any kind and every nature whatsoever, and whether or not accrued or matured, which any of them may haveunknown, arising out of or relating to (A) any transaction, dealing, relationship, conduct, act or omission, or any other matters or things occurring or existing at any time prior time, up to and including the Termination Datedate of this Release. This general release covers and includes, and therefore releases (without limitation) all claims arising from or relating to the Employee’s employment with the Company, the termination of his/her employment with the Company, or any act or omission provided for or authorized by this Release. Among the specific claims that the Employee is releasing by signing this Release are (without limitation) the following: all claims arising under (i) any law prohibiting discrimination on the basis of any protected characteristic (such as age, race, sex, national origin, religion, and disability status), including (but not limited to the Executive's employment by the Company or his services as an Officer or Employee of the Company or its Subsidiaries, or otherwise relating to the termination of such employment or services, and any claim against the Company or Supply based on, relating to or to) all claims arising under wrongful discharge, breach of contract the Age Discrimination in Employment Act (whether oral or written“ADEA”), tort, fraud, defamation, negligence, promissory estoppel, Title VII of the Civil Rights Act of 1964, as amended, any other civil or human rights law, the Age Discrimination In Employment Act, Americans With with Disabilities Act, and any similar state and local laws, including (but not limited to) the California Fair Employment and Housing Act; (ii) any law governing the payment of wages or the provision of employee benefits, including (but not limited to) the Employee Retirement Income Security Act Act, the California Labor Code, and the California Workers’ Compensation Act; (iii) the common law of 1974any jurisdiction, as amendedincluding (but not limited to) all claims for breach of contract, wrongful termination or discharge, infliction of emotional distress, fraud, negligence, and defamation; and (iv) any other law (or cause of action), whether federal, state, or local, governing the employment relationship, including (without limitation) the Family and Medical Leave Act.” 2.2. Executive expressly represents that he has not filed a lawsuit or initiated any other proceeding against any Released Person and that he has not assigned any claim against a Released Person to any other person or entity. Executive further promises not to initiate, join, or accept any relief in a lawsuit or any other Federal, State proceeding against any Released Person asserting any claims released by this Release. 2.3. This Release will not prevent Executive from filing a charge with the Equal Employment Opportunity Commission or local law relating to employment or discrimination participating in employment or otherwise, any investigation conducted by the Equal Employment Opportunity Commission; provided, however, that such General Release will not limit or release (i) Executive's rights under this Agreement (including but not limited to the provisions of the Employment Agreement incorporated herein), (ii) Executive's rights to indemnification from the Company in respect of his services as an officer, employee or director of the Company or Supply any of their Subsidiaries as provided claims by law or the Certificate of Incorporation or by-laws (or like constitutive documents) of the Company or Supply or any Subsidiary thereof, or (iii) except as set forth herein, Executive's contractual rights under any Stock Option Agreement that is in effect with respect to Stock Options that have been granted to Executive prior to the Termination Date. The Executive and Spouse, on behalf of themselves and the Executive Parties, hereby covenant forever not to assert, file, prosecute, commence, institute (or sponsor or purposely facilitate any person for personal relief in connection with the foregoing), any complaint such a charge or lawsuit investigation (such as reinstatement or any legal, equitable or administrative proceeding of any nature, against any monetary damages) would be barred. 2.4. Executive acknowledges that he is familiar with and expressly waives all rights afforded by Section 1542 of the Company Parties in connection with any matter released in this paragraph 7, and represent and warrant that no other person or entity has initiated or, to the extent within his control, will initiate any such proceeding on their behalf. (b) The Company and Supply, on their own behalf and on behalf Civil Code of the Company Parties, hereby generally releases and forever discharges the Executive Parties from any and all claims, demands, liabilities, suits, damages, losses, expenses, attorneys' fees, obligations or causes State of action, known or unknown of any kind and every nature whatsoever, and whether or not accrued or matured, which any of them may have, arising out of or relating to any transaction, dealing, relationship, conduct, act or omission, or any other matters or things occurring or existing at any time prior to and including the Termination Date, including but not limited to the Executive's employment by the Company or Supply or his services California (“Section 1542”). Section 1542 reads substantially as an Officer, Director or Employee of the Company or Supply or its Subsidiaries, or otherwise relating to the termination of such employment or services, provided, however, that such General Release will not limit or release (i) the Company's or Supply's rights under this Agreement including those provisions of the Employment Agreement incorporated herein by reference, (ii) the Company's or Supply's rights against Executive with respect to any fraudulent or criminal activity (the Company and Supply acknowledge they have no current knowledge of any such activity) or (iii) the Company's rights under any Stock Option Agreement that is in effect with respect to Stock Options that have been granted to Executive prior to the Termination Date. The Company and Supply each, on behalf of itself and the Company Parties, hereby covenants forever not to assert, file, prosecute, commence, institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Executive Parties in connection with any matter released in this paragraph 7, and represents and warrants that no other person or entity has initiated or will initiate any such proceeding on their behalf.follows:

General Release and Covenant Not to Xxx. (a) The Executive and Spouse, on behalf of themselves, their attorneys, heirs, executors, administrators and assigns (together the "Executive Parties"), hereby generally release and forever discharge the Company, Supply and their respective predecessors, successors, assigns, parents, Subsidiaries subsidiaries and affiliates and their respective past and present shareholders, directors, officers, employees, agents, representatives, principals, insurers and attorneys (together the "Company Parties") from any and all claims, demands, liabilities, suits, damages, losses, expenses, attorneys' fees, obligations or causes of action, known or unknown of any kind and every nature whatsoever, and whether or not accrued or matured, which any of them may have, arising out of or relating to (A) any transaction, dealing, relationship, conduct, act or omission, or any other matters or things occurring or existing at any time prior to and including the Termination Date, including but not limited to the Executive's employment by the Company or Supply or his services as an Officer officer or Employee employee of the Company or its Subsidiariesdirect or indirect subsidiaries, or otherwise relating to the termination of such employment or services, and any claim against the Company or Supply based on, relating to or arising under wrongful discharge, breach of contract (whether oral or written), tort, fraud, defamation, negligence, promissory estoppel, Title VII of the Civil Rights Act of 1964, as amended, any other civil or human rights law, the Age Discrimination In Employment Act, Americans With Disabilities Act, Employee Retirement Income Security Act of 1974, as amended, or any other Federal, State or local law relating to employment or discrimination in employment or otherwise, providedPROVIDED, howeverHOWEVER, that such General Release will not limit or release (i) Executive's Executive s rights under this Agreement (including but hut not limited to the provisions of the Employment Agreement incorporated herein), (ii) Executive's rights to indemnification from the Company in respect of his services as an officer, employee officer or director of the Company or Supply any of their Subsidiaries its direct or indirect subsidiaries as provided by law or the Certificate of Incorporation or by-laws Bylaws (or like constitutive documents) of the Company or Supply any direct or any Subsidiary indirect subsidiary thereof, or (iii) except as set forth herein, Executive's contractual rights under any Stock Option Agreement that is in effect with respect to Stock Options that have been granted to Executive prior to the Termination Date. The Executive and Spouse, on behalf of themselves and the Executive Parties, hereby covenant forever not to assert, file, prosecute, commence, commence or institute (or sponsor or purposely facilitate any person in connection with the foregoing), ) any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Company Parties in connection with any matter released in this paragraph 76, and represent and warrant that no other person or entity has initiated or, to the extent within his or her control, will initiate any such proceeding on his, her or their behalf. (b) The Company and SupplyCompany, on their its own behalf and on behalf of the Company Parties, hereby generally releases release and forever discharges discharge the Executive Parties from any and all claims, demands, liabilities, suits, damages, losses, expenses, attorneys' fees, obligations or causes of action, known or unknown of any kind and every nature whatsoever, and whether or not accrued or matured, which any of them may have, arising out of or relating to any transaction, ,dealing, relationship, conduct, act or omission, or any other matters or things occurring or existing at any time prior to and including the Termination Date, including but not limited to the Executive's employment by the Company or Supply or his services as an Officer, Director officer or Employee employee of the Company or Supply its direct or its Subsidiariesindirect subsidiaries, or otherwise relating to the termination of such employment or services; PROVIDED, provided, howeverHOWEVER, that such General Release will not limit or release (i) the Company's or Supply's rights under this Agreement including those provisions of the Employment Agreement incorporated herein by reference, as amended hereby, (ii) the Company's or Supply's rights against Executive with respect to any fraudulent or criminal activity (the Company and Supply acknowledge they have no current knowledge of any such activity) or (iii) the Company's rights under any Stock Option Agreement that is in effect with respect to Stock Options stock options that have been granted to Executive prior to the Termination Date. The Company and Supply eachCompany, on behalf of itself and the Company Parties, hereby covenants forever not to assert, file, prosecute, commence, commence or institute (or sponsor or purposely facilitate any person in connection with the foregoing), ) any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Executive Parties in connection with any matter released in this paragraph 76, and represents and warrants that no other person or entity has initiated or will initiate any such proceeding on their behalf.

General Release and Covenant Not to Xxx. (a) The Each of the Executive and Spouse, Spouse on behalf of themselves, their attorneys, herself and himself and her and his respective heirs, executors, administrators administrators, attorneys, receivers, successors and assigns (together the "Executive PartiesEXECUTIVE PARTIES"), ) hereby irrevocably and unconditionally generally release releases and forever discharge discharges the CompanyCompany and its respective parents, Supply subsidiaries, affiliates, successors and assigns and their respective predecessorspast, successors, assigns, parents, Subsidiaries present and affiliates and their respective past and present shareholdersfuture officers, directors, officers, employees, agents, representatives, shareholders, insurers, principals, insurers lenders and attorneys attorneys, and the heirs, executors, administrators, receivers, successors and assigns of all of the foregoing (together collectively, the "Company PartiesCOMPANY PARTIES") ), from any and all claims, demands, liabilities, suits, damages, losses, expenses, attorneys' fees, obligations or causes of action, known or unknown of any kind and every nature whatsoever, and whether or not accrued or matured, which any of them the Executive Parties ever had, now has or may have, for or by reason of any matter, cause or thing (collectively, the "EXECUTIVE CLAIMS") arising out of directly or relating to (A) any transaction, dealing, relationship, conduct, act or omission, or any other matters or things occurring or existing at any time prior to and including the Termination Date, including but not limited to the Executive's employment by the Company or his services as an Officer or Employee of the Company or its Subsidiaries, or otherwise relating to the termination of such employment or services, and any claim against the Company or Supply based on, relating indirectly pursuant to or arising under wrongful discharge, breach of contract (whether oral or written), tort, fraud, defamation, negligence, promissory estoppel, Title VII of the Civil Rights Act of 1964, as amended, any other civil or human rights law, the Age Discrimination In Employment Act, Americans With Disabilities Act, Employee Retirement Income Security Act of 1974, as amended, or any other Federal, State or local law relating to employment or discrimination in employment or otherwise, provided, however, that such General Release will not limit or release (i) Executive's rights under this Agreement (including but not limited to the provisions of the Employment Agreement incorporated herein), (ii) Executive's rights to indemnification from the Company in respect of his services as an officer, employee or director of the Company or Supply any of their Subsidiaries as provided by law or the Certificate of Incorporation or by-laws (or like constitutive documents) of the Company or Supply or any Subsidiary thereof, or (iii) except as set forth herein, Executive's contractual rights under any Stock Option Agreement that is in effect with respect to Stock Options that have been granted to Executive prior to the Termination Date. The Executive and Spouse, on behalf of themselves and the Executive Parties, hereby covenant forever not to assert, file, prosecute, commence, institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Company Parties in connection with any matter released in this paragraph 7, and represent and warrant that no other person or entity has initiated or, to the extent within his control, will initiate any such proceeding on their behalf. (b) The Company and Supply, on their own behalf and on behalf of the Company Parties, hereby generally releases and forever discharges the Executive Parties from any and all claims, demands, liabilities, suits, damages, losses, expenses, attorneys' fees, obligations or causes of action, known or unknown of any kind and every nature whatsoever, and whether or not accrued or matured, which any of them may have, arising out of or relating to any transaction, dealing, relationship, conduct, act or omission, or any other matters or things occurring or existing at any time prior to and including the Termination Datedate of this Agreement, including but not limited to the Executive's employment by the Company with or Supply or his services service as an Officer, Director or Employee officer of the Company or Supply any other Company Party, the performance of services for the Company or its Subsidiaries, any other Company Party or otherwise relating to the termination of such employment or servicesservices and including, providedwithout limitation, however, that such General Release will not limit or release any rights and/or Executive Claims (i) the Company's arising under or Supply's rights under this Agreement including those provisions of pursuant to any contract, express or implied, written or oral, including, without limitation, the Employment Agreement incorporated herein by reference, or the Deferred Stock Unit Award Agreement; (ii) the Company's for wrongful discharge, termination of employment, breach of contract (whether oral or Supply's rights against Executive with respect written), tort, fraud, defamation, disparagement, damage to any fraudulent personal or criminal activity (the Company and Supply acknowledge they have no current knowledge professional reputation, misrepresentation, intentional or negligent infliction of any such activity) emotional distress, negligence or estoppel; (iii) the Company's rights arising under any Stock Option Agreement federal, state, local or other statutes, orders, laws, ordinances, regulations or the like that is in effect with respect to Stock Options that have been granted to Executive prior relate to the Termination Dateemployment relationship or that prohibit discrimination based upon age, race, religion, sex, national origin, disability, sexual orientation or any other unlawful bases, and (iv) for damages, including, without limitation, punitive or compensatory damages or for attorneys' fees, expenses, costs, wages or injunctive or equitable relief. The Company and Supply each, on behalf Without limiting the generality of itself and the Company Parties, hereby covenants forever not to assert, file, prosecute, commence, institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Executive Parties in connection with any matter released release contained in this paragraph 76 applies to any rights or claims that Executive or Spouse has or may have to commence or maintain a charge or action alleging discrimination under any federal, state or local statute (whether before a court or an administrative agency), including, but not limited to, the Age Discrimination in Employment Act, Title VII of the Civil Rights Act of 1964, the Employee Retirement Income Security Act of 1974, the Americans with Disabilities Act, the Family and represents Medical Leave Act, the Fair Labor Standards Act, the Illinois Human Rights Act and warrants the Xxxx County Human Rights Ordinance, all as amended from time to time. The release contained in this paragraph 6 shall not apply to any rights or claims that no other person or entity has initiated or will initiate any such proceeding on their behalfthe Executive may have under this Agreement, including Executive's contractual rights to the Restricted Shares.

General Release and Covenant Not to Xxx. (a) The Executive and SpouseIn consideration of the Executive’s right to receive the severance benefits set forth in Section 3(i) - (v) of the Severance Agreement, the Executive, on behalf of themselves, their attorneys, himself and his heirs, executors, administrators administrators, trustees, legal representatives, successors and assigns (together hereinafter collectively referred to for purposes of Section 1 as the "Executive Parties"“Executive”), hereby generally agrees to irrevocably and unconditionally waive, release and forever discharge the CompanyCompany and its past, Supply present and their respective future affiliates and related entities, parent and subsidiary corporations, divisions, shareholders, predecessors, successorscurrent, assigns, parents, Subsidiaries former and affiliates and their respective past and present shareholdersfuture officers, directors, officersemployees, employeestrustees, fiduciaries, administrators, executives, agents, representatives, principalsinvestors, insurers successors and attorneys assigns (together collectively, the "“Company Released Parties"”) from any and all waivable claims, charges, demands, liabilitiessums of money, suitsactions, damagesrights, lossespromises, expensesagreements, attorneys' fees, obligations or causes of action, known or unknown obligations and liabilities of any kind and every or nature whatsoever, and at law or in equity, whether known or not accrued unknown, existing or maturedcontingent, suspected or unsuspected, apparent or concealed, foreign or domestic (hereinafter collectively referred to as “claims”) which he has now or in the future may claim to have against any or all of them may have, the Company Released Parties based upon or arising out of or relating to (A) any transactionfacts, dealing, relationshipacts, conduct, act omissions, transactions, occurrences, contracts, claims, events, causes, matters or omissionthings of any conceivable kind or character existing or occurring or claimed to exist or to have occurred prior to the date of the Executive’s execution of this Release Agreement in any way whatsoever relating to or arising out of Executive’s employment by the Company, Manager, and/or Cayman Subsidiary, or the termination of such employment. Such claims include, without limitation, claims arising under the Civil Rights Acts, the Age Discrimination in Employment Act (“ADEA”), the Americans With Disabilities Act, the Employee Retirement Income Security Act, the Family Medical Leave Act, the Maryland Equal Pay Act, Maryland’s anti-discrimination statute (Title 20 of the State Government Article of the Maryland Annotated Code), [any Virgin Islands laws relating to labor or employment (including, but not limited to, Title 24 of the Virgin Islands Code),] [any Cayman Islands laws relating to labor or employment (including, but not limited to, the Cayman Islands’ Labour Law)], and any other federal, state or local statutory laws relating to employment, discrimination in employment, termination of employment, wages, benefits or otherwise or any other matters federal, state or things occurring local constitution, statute, rule, or existing at regulation, including, but not limited to, any time prior to and including ordinance addressing fair employment practices, any claims for employment or reemployment by the Termination DateCompany Released Parties, any common law claims, including but not limited to actions in tort, defamation and breach of contract, any claim or damage arising out of the Executive's ’s employment by the Company with or his services as an Officer or Employee of the Company or its Subsidiaries, or otherwise relating to the termination of such employment or services, and any claim against the Company or Supply based on, relating to or arising under wrongful discharge, breach of contract (whether oral or written), tort, fraud, defamation, negligence, promissory estoppel, Title VII of the Civil Rights Act of 1964, as amended, any other civil or human rights law, the Age Discrimination In Employment Act, Americans With Disabilities Act, Employee Retirement Income Security Act of 1974, as amended, or any other Federal, State or local law relating to employment or discrimination in employment or otherwise, provided, however, that such General Release will not limit or release (i) Executive's rights under this Agreement (including but not limited to the provisions of the Employment Agreement incorporated herein), (ii) Executive's rights to indemnification separation from the Company in respect of his services as an officer, employee or director of the Company or Supply Released Parties (including a claim for retaliation) under any of their Subsidiaries as provided by common law or the Certificate of Incorporation or by-laws (or like constitutive documents) of the Company or Supply theory or any Subsidiary thereoffederal, state or (iii) except as set forth herein, Executive's contractual rights under local statute or ordinance not expressly referenced above; and any Stock Option Agreement that is in effect with respect to Stock Options that have been granted to Executive prior to the Termination Date. The Executive and Spouse, on behalf of themselves all claims for counsel fees and the Executive Parties, hereby covenant forever not to assert, file, prosecute, commence, institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Company Parties in connection with any matter released in this paragraph 7, and represent and warrant that no other person or entity has initiated or, to the extent within his control, will initiate any such proceeding on their behalfcosts. (b) The Executive understands that he is releasing the Company and Supply, on their own behalf and on behalf Released Parties from claims that he may not know about as of the Company Partiesdate of the execution of this Release Agreement, hereby generally releases and forever discharges that it is his knowing and voluntary intent even though the Executive Parties recognizes that someday he might learn that some or all of the facts he currently believes to be true are untrue and even though he might then regret having signed this Release Agreement. Nevertheless, the Executive understands that he is expressly assuming that risk and agrees that this Release Agreement shall remain effective in all respects in any such case. The Executive expressly and completely waives all rights he might have under any law that is intended to protect him from any and all waiving unknown claims, demandsand the Executive understands the significance of doing so. (c) In consideration of the terms set forth in this Release Agreement, liabilitiesthe Executive represents that the Executive has not filed or permitted to be filed against the Company Released Parties any charges, suits, damages, losses, expenses, attorneys' fees, obligations complaints or causes of action, known or unknown of any kind and every nature whatsoeverlawsuits, and whether the Executive covenants and agrees that the Executive will not file or not accrued or matured, which permit to be filed any of them may have, arising out of or relating to any transaction, dealing, relationship, conduct, act or omission, or any other matters or things occurring or existing lawsuits at any time prior to and including the Termination Date, including but not limited hereafter with respect to the Executive's employment by the Company or Supply or his services as an Officersubject matter of this Release Agreement and claims released pursuant to this Release Agreement (including, Director or Employee of the Company or Supply or its Subsidiarieswithout limitation, or otherwise any claims relating to the termination of such employment the Executive’s employment), except as may be necessary to enforce this Release Agreement or servicesto seek a determination of the validity of the waiver of the Executive’s rights under ADEA. (d) The Executive understands and agrees that nothing in this Release Agreement, providedlimits or interferes with the Executive’s right, howeverwithout notice to or authorization of the Company, to communicate in good faith with any Government Agency for the purpose of reporting a possible violation of law, or to participate in any investigation or proceeding that such General may be conducted by any Government Agency, including by providing documents or other information, or for the purpose of filing a charge or complaint with a Government Agency. As used in this Release will Agreement, “Government Agency” shall mean the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the U.S. Securities and Exchange Commission, the Financial Industry Regulatory Authority, any other self-regulatory organization or any other federal, state or local governmental agency or commission. In the event the Executive files a charge or complaint with a Government Agency, or a Government Agency asserts a claim on the Executive’s behalf, the Executive agrees that his release of claims in this Release Agreement shall nevertheless bar the Executive’s right (if any) to any monetary or other recovery (including reinstatement), except the Executive does not limit or release waive: (i) the Company's or Supply's rights under this Agreement including those provisions of the Employment Agreement incorporated herein by referenceExecutive’s right to receive a whistleblower award from a Government Agency for information provided to such Government Agency, (ii) any recovery to which the Company's or Supply's rights against Executive with respect may be entitled pursuant to any fraudulent or criminal activity (the Company workers’ compensation and Supply acknowledge they have no current knowledge of any such activity) or unemployment insurance laws, and (iii) the Company's rights under any Stock Option Agreement that other right where a waiver is in effect with respect to Stock Options that have been granted to Executive prior to the Termination Dateexpressly prohibited by law. The Company and Supply eachFurther, on behalf of itself and the Company Parties, hereby covenants forever not to assert, file, prosecute, commence, institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Executive Parties in connection with any matter released nothing in this paragraph 7, and represents and warrants that no other person Release Agreement prevents or entity has initiated waives the Executive’s right to challenge the validity of this Release Agreement under the ADEA as amended by the Older Workers Benefit Protection Act (the “OWBPA”) or will initiate any such proceeding on their behalfotherwise.

General Release and Covenant Not to Xxx. (a) The Executive and SpouseEmployee, on behalf of themselvesherself and her family, their attorneysxxxxxxxxx, heirsxxxxx, xxxxxx, agents, executors, representatives, administrators and each of their respective successors and assigns (together collectively, the "Executive “Employee Parties"”), hereby generally release releases and forever discharge discharges the Company, Supply Company and their respective its predecessors, successors, assigns, parents, Subsidiaries subsidiaries and affiliates and their each of the foregoing entities’ respective past past, present and present future shareholders, members, partners, managers, directors, officers, employees, agents, representatives, principals, insurers, attorneys, employee benefit programs (and the trustees, administrators, fiduciaries and insurers of such programs), and attorneys any person acting by, through, under or in concert with any of the foregoing entities (together collectively, the "“Company Parties"”) from any and all claims, complaints, charges, demands, liabilities, suits, damages, losses, expenses, attorneys' ’ fees, obligations or causes of actionaction (“Claims”), known or unknown of any kind and every nature whatsoeverunknown, and whether or not accrued or matured, which any of them may have, arising out of or relating to (A) any transaction, dealing, relationship, conduct, act or omission, or any other matters or things occurring or existing at any time prior to and including the Termination Date, including but not limited to the Executive's employment by the Company or his services as an Officer or Employee of the Company or its Subsidiaries, or otherwise relating to the termination of such employment or services, and any claim against the Company or Supply based on, relating to or arising under wrongful discharge, breach of contract (whether oral or written), tort, fraud, defamation, negligence, promissory estoppel, Title VII of the Civil Rights Act of 1964, as amended, any other civil or human rights law, the Age Discrimination In Employment Act, Americans With Disabilities Act, Employee Retirement Income Security Act of 1974, as amended, or any other Federal, State or local law relating to employment or discrimination in employment or otherwise, provided, however, that such General Release will not limit or release (i) Executive's rights under this Agreement (including but not limited to the provisions of the Employment Agreement incorporated herein), (ii) Executive's rights to indemnification from the Company in respect of his services as an officer, employee or director of the Company or Supply any of their Subsidiaries as provided by law or the Certificate of Incorporation or by-laws (or like constitutive documents) of the Company or Supply or any Subsidiary thereof, or (iii) except as set forth herein, Executive's contractual rights under any Stock Option Agreement that is in effect with respect to Stock Options that have been granted to Executive prior to the Termination Date. The Executive and Spouse, on behalf of themselves and the Executive Parties, hereby covenant forever not to assert, file, prosecute, commence, institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Company Parties in connection with any matter released in this paragraph 7, and represent and warrant that no other person or entity has initiated or, to the extent within his control, will initiate any such proceeding on their behalf. (b) The Company and Supply, on their own behalf and on behalf of the Company Parties, hereby generally releases and forever discharges the Executive Parties from any and all claims, demands, liabilities, suits, damages, losses, expenses, attorneys' fees, obligations or causes of action, known or unknown of any kind and every nature whatsoever, and whether or not accrued or matured, which any of them may have, arising out of or relating to any transaction, dealing, relationship, conduct, act or omission, or any other matters or things occurring or existing at any time prior to and including the Termination DateEffective Time (including, including but not limited to, any Claims against any of the Company Parties based on, relating to or arising under wrongful discharge, retaliation, breach of contract (whether oral or written), tort, fraud, defamation, slander, breach of privacy, violation of public policy, negligence, promissory estoppel, Title VII of the Executive's Civil Rights Act of 1964, The Age Discrimination in Employment Act, The Americans with Disabilities Act, the Employee Retirement Income Security Act of 1974, or any other federal, state or local law relating to employment (or unemployment), the payment of wages, salary or other compensation, civil or human rights, discrimination in employment (based on age or any other factor), or raised by that certain letter dated January 4, 2007, from Xxxxxxx X. Xxxxxx, on behalf of Employee, to Xxxxxx Xxxxxx,) in all cases arising out of or relating to Employee’s employment by the Company or Supply any subsidiary thereof or his Employee’s investment in the Company or any subsidiary thereof or her services as an Officer, Director officer or Employee employee of the Company or Supply or its Subsidiariesany subsidiary thereof, or otherwise relating to the termination of such employment or services, ; provided, however, that such General Release this release will not limit or release (i) the Company's or Supply's Employee’s rights under this Agreement including those provisions of or Employee’s rights under the Employment Agreement that survive the Effective Time and are expressly identified and incorporated by reference herein by referencepursuant to Section 4, (ii) Employee’s rights to indemnification from any Company Party in respect of her services as a director, officer or employee of a Company Party (or of any entity for which Employee has served in any such capacity or a similar capacity at the request of the Company's or Supply's rights against Executive with respect to any fraudulent or criminal activity () as provided by law, that certain Indemnification Agreement dated as of April 29, 2004, by and between the Company and Supply acknowledge they have no current knowledge Employee (the “Indemnification Agreement”), or the certificates of incorporation or bylaws (or like constitutive documents) of any such activity) or Company Party, and (iii) the Company's Employee’s rights under any Stock Option Agreement that is in effect with respect to Stock Options that have been granted to Executive prior to the Termination DateRetained Awards. The Company and Supply eachEmployee, on behalf of itself herself and each of the Company other Employee Parties, hereby covenants forever not to assert, file, prosecute, commence, commence or institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable equitable, arbitral or administrative proceeding of any nature, against any of the Executive Company Parties in connection with any matter released Claims, and represents and warrants that no other person or entity has initiated or, to the extent within her control, will initiate any such proceeding on her behalf, and that if such a proceeding is initiated, Employee shall accept no benefit therefrom. (b) The Company, on its own behalf and on behalf of the other Company Parties, hereby generally releases and forever discharges the Employee Parties from any and all Claims, known or unknown, of any kind and every nature whatsoever, and whether or not accrued or matured, which any of them may have, arising out of or relating to any transaction, dealing, relationship, conduct, act or omission, or any other matters or things occurring or existing at any time prior to and including the Effective Time (including but not limited to any Claims based on, relating to or arising under breach of contract (whether oral or written), tort, fraud, defamation, slander, violation of public policy, negligence, promissory estoppel, or any other federal, state or local law relating to employment or discrimination in employment) in all cases arising out of or relating to Employee’s employment by the Company or any subsidiary thereof or Employee’s investment in the Company or any subsidiary thereof or her services as a director, officer or employee of any Company Party (or of any entity for which Employee has served in any such capacity or a similar capacity at the request of the Company), or otherwise relating to the termination of such employment or services; provided, however, that this paragraph 7release will not limit or release (i) the Company’s rights under this Agreement or the Company’s rights under the Employment Agreement that survive the Effective Time and are expressly identified and incorporated by reference herein pursuant to Section 4, (ii) the Company’s rights against Employee with respect to any breach of fiduciary or other legal duties as a director or officer, any fraudulent or criminal activity or any action or conduct that would constitute Cause under the Employment Agreement, or (iii) the Company’s rights under the Retained Awards. The Company, on behalf of itself and the other Company Parties, hereby covenants forever not to assert, file, prosecute, commence or institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable, arbitral or administrative proceeding of any nature, against any of the Employee Parties in connection with any released Claims, and represents and warrants that no other person or entity has initiated or to the extent within its control, will initiate any such proceeding on their its behalf, and that if such a proceeding is initiated, the Company and the other Company Parties shall accept no benefit therefrom.

General Release and Covenant Not to Xxx. (a) The Executive a. Employee hereby releases, discharges, and Spouse, on behalf of themselves, their attorneys, heirs, executors, administrators covenants not to xxx Employer and assigns (together the "Executive Parties"), hereby generally release and forever discharge the Company, Supply and their respective its predecessors, successors, assigns, parents, Subsidiaries subsidiaries, affiliates, and affiliates divisions, and their respective past current and present shareholdersformer employees, officers, directors, officersshareholders, employeespartners, agentstrustees, representatives, principalsattorneys, insurers and attorneys agents (together the collectively referred to herein as "Company PartiesReleasees") from any and for all claims, liabilities, demands, liabilities, suits, damages, losses, expenses, attorneys' fees, obligations or and causes of action, known KNOWN OR UNKNOWN, fixed or unknown contingent, of any kind and every nature whatsoever, which he, his heirs, administrators, executors, personal representatives, beneficiaries, and whether assigns may have or not accrued claim to have against the Releasees or matured, which any of them may haveas a result of his employment with Employer or the termination of said employment. This includes but is not limited to claims arising under federal, arising out of or relating to (A) any transaction, dealing, relationship, conduct, act or omissionstate, or local laws prohibiting discrimination on any other matters or things occurring or existing at any time prior to and including the Termination Datebasis, including but not limited to the Executive's employment by the Company or his services as an Officer or Employee of the Company or its Subsidiaries, or otherwise relating to the termination of such employment or services, and any claim against the Company or Supply based on, relating to or arising under wrongful discharge, breach of contract (whether oral or written), tort, fraud, defamation, negligence, promissory estoppel, Title VII of the Civil Rights Act of 1964, as amended, any other civil or human rights lawthe Rehabilitation Act of 1973, as amended, the Age Discrimination In Employment Act, Americans With Disabilities Act, Employee Retirement Income Security Act of 19741974 , as amended, the Americans With Disabilities Act of 1990, as amended, claims under or any related to the Employment Agreement, and other Federalfederal, State state or local law relating to employment laws including claims for breach of contract or discrimination in employment or otherwisewrongful discharge under state laws. By referencing the laws above, provided, however, that such General Release will Employer does not limit or release (i) Executive's rights admit coverage under this Agreement (including but not limited to the provisions of the Employment Agreement incorporated herein), (ii) Executive's rights to indemnification from the Company in respect of his services as an officer, employee or director of the Company or Supply any of their Subsidiaries as provided by law or the Certificate of Incorporation or by-laws (or like constitutive documents) of the Company or Supply or any Subsidiary thereofthese laws. b. Employer hereby releases, or (iii) except as set forth hereindischarges, Executive's contractual rights under any Stock Option Agreement that is in effect with respect to Stock Options that have been granted to Executive prior to the Termination Date. The Executive and Spouse, on behalf of themselves and the Executive Parties, hereby covenant forever covenants not to assert, file, prosecute, commence, institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Company Parties in connection with any matter released in this paragraph 7, xxx Employee from and represent and warrant that no other person or entity has initiated or, to the extent within his control, will initiate any such proceeding on their behalf. (b) The Company and Supply, on their own behalf and on behalf of the Company Parties, hereby generally releases and forever discharges the Executive Parties from any and for all claims, liabilities, demands, liabilities, suits, damages, losses, expenses, attorneys' fees, obligations or and causes of action, known KNOWN OR UNKNOWN, fixed or unknown contingent, of any kind and every nature whatsoever, and whether which it may have or claim to have against Employee as a result of his employment with Employer or the termination of said employment. This includes but is not accrued or maturedlimited to claims arising under federal, which any of them may have, arising out of or relating to any transaction, dealing, relationship, conduct, act or omissionstate, or local laws prohibiting discrimination on any other matters or things occurring or existing at any time prior to and including the Termination Datebasis, including but not limited to the Executive's employment by Civil Rights Act of 1964, as amended, the Company Rehabilitation Act of 1973, as amended, the Employee Retirement Income Security Act of 1974 , as amended, the Americans With Disabilities Act of 1990, as amended, claims under or Supply or his services as an Officer, Director or Employee of the Company or Supply or its Subsidiaries, or otherwise relating related to the termination Employment Agreement, and other federal, state or local laws including claims for breach of such employment contract or serviceswrongful discharge under state laws. By referencing the laws above, provided, however, that such General Release will Employee does not limit or release (i) the Company's or Supply's rights under this Agreement including those provisions of the Employment Agreement incorporated herein by reference, (ii) the Company's or Supply's rights against Executive with respect to any fraudulent or criminal activity (the Company and Supply acknowledge they have no current knowledge of any such activity) or (iii) the Company's rights admit coverage under any Stock Option Agreement that is in effect with respect to Stock Options that have been granted to Executive prior to the Termination Date. The Company and Supply each, on behalf of itself and the Company Parties, hereby covenants forever not to assert, file, prosecute, commence, institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Executive Parties in connection with any matter released in this paragraph 7, and represents and warrants that no other person or entity has initiated or will initiate any such proceeding on their behalfthese laws.

General Release and Covenant Not to Xxx. (aAs a material inducement to Company to enter into this Agreement and in consideration of the payments and benefits provided to Employee pursuant to paragraph 2(a) The Executive above, Employee releases and Spouse, on behalf of themselves, their attorneys, heirs, executors, administrators and assigns (together the "Executive Parties"), hereby generally release and forever discharge the covenants not to xxx Company, Supply its successors and their respective predecessors, successors, assigns, its parents, Subsidiaries subsidiaries or affiliates, and affiliates and their respective past and present the directors, shareholders, directors, officers, employeesmanagers, agents, representatives, principals, insurers employees and attorneys agents of these entities (together the "Company “Released Parties"”) from any and all claims, demands, liabilities, suits, damages, losses, expenses, attorneys' fees, obligations claims Employee has or causes of actionmay have, known or unknown unknown, related to Employee’s employment or separation from employment with Company. This general release and covenant not to xxx includes, but is not limited to, any claim whatsoever relating to any violation of any kind and every nature whatsoeverlaw (other than ADEA or OWBPA), and whether constitution, statute, executive order, regulation, county, city or not accrued local ordinance; any common law claim (e.g., any tort or maturedbreach of any contractual obligations, which representations or warranties); any of them may have, arising out of or relating right to (A) any transaction, dealing, relationship, conduct, act or omission, or any other matters or things occurring or existing at any time prior to and including the Termination Date, including but not limited to the Executive's employment by the Company or his services as an Officer or Employee of the Company or its Subsidiaries, or otherwise relating to the termination of such continued employment or services, reemployment with Company; and any claim against the for additional compensation beyond what is offered in this Agreement. Likewise, Company or Supply based on, relating to or arising under wrongful discharge, breach of contract (whether oral or written), tort, fraud, defamation, negligence, promissory estoppel, Title VII of the Civil Rights Act of 1964, as amended, any other civil or human rights law, the Age Discrimination In Employment Act, Americans With Disabilities Act, Employee Retirement Income Security Act of 1974, as amended, or any other Federal, State or local law relating to employment or discrimination in employment or otherwise, provided, however, that such General Release will not limit or release (i) Executive's rights under this Agreement (including but not limited to the provisions of the Employment Agreement incorporated herein), (ii) Executive's rights to indemnification from the Company in respect of his services as an officer, employee or director of the Company or Supply any of their Subsidiaries as provided by law or the Certificate of Incorporation or by-laws (or like constitutive documents) of the Company or Supply or any Subsidiary thereof, or (iii) except as set forth herein, Executive's contractual rights under any Stock Option Agreement that is in effect with respect to Stock Options that have been granted to Executive prior to the Termination Date. The Executive releases and Spouse, on behalf of themselves and the Executive Parties, hereby covenant forever covenants not to assert, file, prosecute, commence, institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Company Parties in connection with any matter released in this paragraph 7, and represent and warrant that no other person or entity has initiated or, to the extent within his control, will initiate any such proceeding on their behalf. (b) The Company and Supply, on their own behalf and on behalf of the Company Parties, hereby generally releases and forever discharges the Executive Parties xxx Employee from any and all claims, demands, liabilities, suits, damages, losses, expenses, attorneys' fees, obligations claims Company has or causes of actionmay have, known or unknown of any kind and every nature whatsoever, and whether or not accrued or matured, which any of them may haveunknown, arising out from Employee’s acts or omissions that he undertook in good faith in furtherance of or his job duties with Company. This general release and covenant not to xxx includes, but is not limited to, any claim whatsoever relating to any transactionviolation of any law, dealingconstitution, relationshipstatute, conductexecutive order, act regulation, county, city or omissionlocal ordinance; and any common law claim (e.g., any tort or breach of any other matters contractual obligations, representations or things occurring warranties). This general release and covenant not to xxx does not include or existing at prevent either party from (a) seeking to enforce the terms of this Agreement; (b) filing a claim that arises from events taking place after the execution of this Agreement; (c) in Employee’s case, being involved in a matter before an administrative agency provided that Employee agrees that he shall not be entitled to any time prior to and including the Termination Datepersonal relief therein; (d) anything that by law cannot be released by this Agreement; (e) in Employee’s case, fully defending himself in any action instituted against him by any third party, including any past or present employee of Company (including, but not limited to, claims or counterclaims against such third party); or (f) in Employee’s case, any and all rights to the Executive's employment by the Company or Supply or his services as an Officer, Director or Employee of the Company or Supply or its Subsidiaries, or otherwise relating to the termination of such employment or services, provided, however, that such General Release will not limit or release (i) indemnification and directors and officers insurance from the Company's or Supply's rights under this Agreement including those provisions of the Employment Agreement incorporated herein by reference, (ii) the Company's or Supply's rights against Executive with respect to any fraudulent or criminal activity (the Company and Supply acknowledge they have no current knowledge of any such activity) or (iii) the Company's rights under any Stock Option Agreement that is in effect with respect to Stock Options that have been granted to Executive prior to the Termination Date. The Company and Supply each, on behalf of itself and the Company Parties, hereby covenants forever not to assert, file, prosecute, commence, institute (or sponsor or purposely facilitate any person in connection with the foregoing), any complaint or lawsuit or any legal, equitable or administrative proceeding of any nature, against any of the Executive Parties in connection with any matter released in this paragraph 7, and represents and warrants that no other person or entity has initiated or will initiate any such proceeding on their behalf.