Common use of General Release and Waiver of Claims Clause in Contracts

General Release and Waiver of Claims. 1. The payments and promises set forth in this Agreement are in full satisfaction of all accrued salary, paid time off, bonus and commission pay, profit-sharing, stock, stock options, restricted stock units or other ownership interest in the Company, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company, your separation from the Company or otherwise. To the fullest extent permitted by law, you (on behalf of yourself, and on behalf of your heirs, family members, executors, estates, agents and assigns, or any controlled affiliate and any trust or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims you may have against the Company, Parent and their owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment laws, including, but not limited to, claims of unlawful discharge, breach of contract, breach of the covenant of good faith and fair dealing, fraud, violation of public policy, defamation, physical injury, emotional distress, claims for additional compensation or benefits arising out of your employment or your separation of employment, claims under Title VII of the 1964 Civil Rights Act, as amended, under the California Fair Employment and Housing Act, the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights Act, and any other state laws and/or regulations relating to employment or employment discrimination, harassment or retaliation including, without limitation, claims based on age or under the Age Discrimination in Employment Act or Older Workers Benefit Protection Act (collectively, the “ADEA”), the Employee Retirement Income Security Act of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Act (collectively, the “Released Claims”). The Released Claims also include claims of discrimination or retaliation on the basis of workers’ compensation statute but do not include workers’ compensation claims.

Appears in 2 contracts

Samples: Transition and Separation Agreement (ChargePoint Holdings, Inc.), Transition and Separation Agreement1 (ChargePoint Holdings, Inc.)

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General Release and Waiver of Claims. 1. The (a) In consideration of the payments and promises set forth benefits described in Section 2 of this Agreement are Final Release, you and the Releasors hereby irrevocably and unconditionally waive, release, acquit, relieve and forever discharge the Company and the Releasees from any and all Claims that you ever had or may have in full satisfaction the future, arising out of all accrued salaryor in any way related to any agreements, paid time offevents, bonus acts, omissions or conduct existing or occurring prior to and commission payincluding the Separation Date, profit-sharingconcerning any matter, stockcause or thing, stock optionsincluding, restricted stock units without limiting the generality of the foregoing, any Claims for, related to or other ownership interest arising out of: (i) your employment with the Company or the cessation of that employment; (ii) your compensation or equity interests in the Company, termination fringe benefits or other compensation to which you may be entitled by virtue of your employment with the Companyseverance pay; (iii) common law or statutory claims, your separation from the Company or otherwise. To the fullest extent permitted by law, you (on behalf of yourself, and on behalf of your heirs, family members, executors, estates, agents and assigns, or any controlled affiliate and any trust or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims you may have against the Company, Parent and their owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment laws, including, including but not limited to, claims of unlawful discharge, for breach of contract, breach of the any oral or written promise or contract or any implied covenant of good faith and fair dealing, wrongful discharge, fraud, defamation or loss of reputation and emotional distress; (iv) any claim for attorneys’ fees or indemnification; (v) any claim for discrimination, harassment or retaliation of any kind; (vi) any violation of public policyany federal, defamationstate or local constitution, physical injurystatute, emotional distresslaw, claims for additional compensation regulation or benefits arising out of your employment or your separation of employmentordinance, claims under including, without limitation, Title VII of the 1964 Civil Rights Act of 1964, the Civil Rights Act of 1866, 42 U.S.C. Section 1981, the Americans with Disabilities Act of 1990, the Family and Medical Leave Act, the Age Discrimination in Employment Act of 1967 (“ADEA”), the Employment Retirement Income Security Act of 1974 (except as amendedto vested benefits), under the Equal Pay Act, the Workers Adjustment and Retraining Notification Act, the Older Workers Benefit Protection Act, the California Fair Employment and Housing Act, the California Labor Code, the California Government Code, Family Rights Act and the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights ActConstitution, and any amendment to any such laws, and all other state laws and/or regulations relating federal, state, local or foreign law, rule or regulation, in each case as may lawfully be waived and released; (vii) any impairment of your ability to obtain subsequent employment or employment discrimination, harassment or retaliation including, without limitation, claims based on age events or under conduct prior to the Age Discrimination in Employment Act Separation Date; and (viii) any claims on any other legal or Older Workers Benefit Protection Act equitable basis whatsoever (collectively, the “ADEARelease”), the Employee Retirement Income Security Act of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Act (collectively, the “Released Claims”). The Released Claims also include claims of discrimination or retaliation on the basis of workers’ compensation statute but do not include workers’ compensation claims.

Appears in 2 contracts

Samples: Transition and Advisory Agreement (Intapp, Inc.), Strategic Advisor Agreement (Intapp, Inc.)

General Release and Waiver of Claims. 1. a. The payments and promises set forth in this Agreement are in full satisfaction of all accrued salary, paid time off, bonus and commission pay, profit-profit sharing, stock, stock options, restricted stock units or other ownership interest in the Company, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company, your separation from the Company or otherwise. To the fullest extent permitted by law, you (on behalf of yourself, and on behalf of your heirs, family members, executors, estates, agents and assigns, or any controlled affiliate and any trust or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims you may have against the Company, Parent and their owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment laws, including, but not limited to, claims of unlawful discharge, breach of contract, breach of the covenant of good faith and fair dealing, fraud, violation of public policy, defamation, physical injury, emotional distress, claims for additional compensation or benefits arising out of your employment or your separation of employment, claims under Title VII of the 1964 Civil Rights Act, as amended, under the California Fair Employment and Housing Act, the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights Act, and any other state laws and/or regulations relating to employment or employment discrimination, harassment or retaliation including, without limitation, claims based on age or under the Age Discrimination in Employment Act or Older Workers Benefit Protection Act (collectively, the “ADEA”), the Employee Retirement Income Security Act of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Act (collectively, the “Released Claims”). The Released Claims also include claims of discrimination or retaliation on the basis of workers’ compensation statute but do not include workers’ compensation claims.

Appears in 2 contracts

Samples: Transition and Separation Agreement (ChargePoint Holdings, Inc.), Transition and Separation Agreement (ChargePoint Holdings, Inc.)

General Release and Waiver of Claims. 1(a) You agree to and do waive any claims you may have for employment by the Company. The payments You, on your own behalf and promises set forth in this Agreement are in full satisfaction on behalf of all accrued salaryyour heirs, paid time offestate and beneficiaries, bonus and commission pay, profit-sharing, stock, stock options, restricted stock units or other ownership interest in further do hereby release the Company, termination benefits and in those capacities, any of its Affiliates, and each of their respective past, present and future officers, directors, agents, employees, shareholders, investors, employee benefit plans and their administrators, trustees or other compensation fiduciaries, insurers of any of those entities, and its and their successors and assigns and others related to those entities (collectively, the “Released Parties”) from any and all claims made, to be made, or which you may be entitled by virtue might have been made of whatever nature, whether known or unknown, from the beginning of time, including those that arose as a consequence of your employment with the Company, or arising out of your retirement and separation from the Company or otherwise. To the fullest extent permitted by law, you (on behalf of yourself, and on behalf of your heirs, family members, executors, estates, agents and assignsCompany, or any controlled affiliate act committed or omitted during or after the existence of that employment relationship, all up through and any trust or other entity of including the date on which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims you may have against the Company, Parent and their owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment lawsthis Agreement is executed, including, but not limited to, claims those which were, could have been or could be the subject of unlawful dischargean administrative or judicial proceeding filed by you or on your behalf under federal, state or local law, whether by statute, regulation, in contract or tort, and including, but not limited to, for front pay, back pay, wages, bonus, fringe benefit, any form of discrimination, wrongful termination, tort, emotional distress, pain and suffering, breach of contract, breach of the covenant of good faith and fair dealing, fraud, violation of public policy, defamation, physical injurycompensatory or punitive damages, emotional distressinterest, claims for additional compensation attorney’s fees, reinstatement or benefits arising out of your employment or your separation of employment, claims under Title VII of the 1964 Civil Rights Act, as amended, under the California Fair Employment and Housing Act, the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights Actreemployment, and any other state laws and/or regulations relating to employment rights or employment discriminationclaims under the Civil Rights Act of 1866, harassment or retaliation including, without limitation, claims based on age or under the Age Discrimination in Employment Act or of 1967, 29 U.S.C. sec. 621, et seq., the Older Workers Benefit Protection Act (collectivelyAct, the “ADEA”)Americans with Disabilities Act, the Family and Medical Leave Act, the Civil Rights Act of 1964, Title VII, the Civil Rights Act of 1991, the Employee Retirement Income Security Act of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Equal Pay Act, the Worker Adjustment and Retraining Notification Act, the Massachusetts Fair Employment Practices Act (collectivelyM.G.L. c.151B), the Massachusetts Civil Rights Act, the Massachusetts Equal Pay and Maternity Benefits Law, the Massachusetts Equal Rights for Elderly and Disabled Law, the Massachusetts Small Necessities Leave Act, the Massachusetts Age Discrimination Law, the Massachusetts Wage Payment Statutes (M.G.L. c.149, 148, 150), the Massachusetts Earned Sick Xxx Xxx (MGL Ch. 149, Section 148C) and any other federal, state or local law, in each case, as amended, relating to employment, discrimination in employment, termination of employment, wages, benefits or otherwise. You acknowledge and agree that even though claims and facts in addition to those now known or believed by you to exist may subsequently be discovered, it is your intention to fully settle and release all claims you may have against the Company and the Released Claims”)Parties, whether known, unknown or suspected. The Released Claims Parties who are not party to this Agreement will be third-party beneficiaries of this Section 10(a). You also include claims of discrimination or retaliation acknowledge and agree that, by reaffirming this Agreement on the basis of workers’ compensation statute but do not include workers’ compensation claimsRetirement Date, the waivers and releases set forth in this Section 10(a) will apply to any and all such claims accruing between the date on which this Agreement is executed to and through the Retirement Date.

Appears in 1 contract

Samples: Letter Agreement (Lantheus Holdings, Inc.)

General Release and Waiver of Claims. 1. The payments and promises set forth in this Agreement are in full satisfaction of all accrued salary, paid time off, bonus and commission pay, profit-sharing, stock, stock options, restricted stock units or other ownership interest in the Company, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company, your separation from the Company or otherwise. To the fullest extent permitted by law, you (on behalf of yourself, and on behalf of your heirs, family members, executors, estates, agents and assigns, or any controlled affiliate and any trust or other entity of which you or said your heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby , fully, finally, and forever release and waive any other claims you may have against discharge the Company, Parent Company and their its owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors successors, investors, and assigns (collectively “Releasees”)) of and from all claims and potential claims that may legally be waived by private agreement, whether known or not knownunknown, includingwhich you have asserted or could assert against the Company arising out of or relating in any way to acts, without limitationcircumstances, claims under any employment lawsfacts, includingtransactions, or omissions based on facts occurring up to and including the date you sign this Agreement (the “Released Claims”). The Released Claims specifically include but are not limited to, : claims of unlawful discharge, breach of contract, breach of the covenant of good faith and fair dealing, fraud, violation of public policy, defamation, physical injury, emotional distress, under common law or equity; claims for additional compensation or benefits arising out of your employment or your separation from employment; wage and hour claims; unlawful discharge; breach of employment, contract; breach of the covenant of good faith and fair dealing; fraud; violation of public policy; defamation; physical injury; emotional distress; negligence; claims under Title VII of the 1964 Civil Rights Act, as amended, ; the Age Discrimination in Employment Act (“ADEA”); Older Workers Benefit Protection Act (“OWBPA”); the Employee Retirement Income Security Act of 1974 (“ERISA”); the Americans with Disabilities Act; the Workers Adjustment and Retraining Notification Act; the Equal Pay Act; the Family Medical Leave Act; the Civil Rights Act of 1866; the Pregnancy Discrimination Act; under the California Fair Employment and Housing Act, or the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights Act, and any other state laws federal, state, or local laws, constitution, rule, ordinance, order, and/or regulations relating to employment or employment discriminationregulations, harassment or retaliation includingincluding their amendments and respective implementing regulations. By signing below, without limitationyou expressly waive any benefits of Section 1542 of the Civil Code of the State of California, claims based on age or under the Age Discrimination in Employment Act or Older Workers Benefit Protection Act (collectivelywhich provides: A GENERAL RELEASE DOES NOT EXTEND 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, the “ADEA”)IF KNOWN BY HIM OR HER, the Employee Retirement Income Security Act of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Act (collectively, the “Released Claims”). The Released Claims also include claims of discrimination or retaliation on the basis of workers’ compensation statute but do not include workers’ compensation claimsWOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

Appears in 1 contract

Samples: Separation Agreement (Telesis Bio Inc.)

General Release and Waiver of Claims. 1. The payments a. In exchange for and in consideration of the covenants and promises set forth in this Agreement are in full satisfaction of all accrued salarycontained herein, paid time off, bonus and commission pay, profit-sharing, stock, stock options, restricted stock units or other ownership interest in the Company, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company, your separation from the Company or otherwise. To the fullest extent permitted by law, you (on behalf of yourself, and on behalf of your heirs, family members, executors, estates, agents and assigns, or any controlled affiliate and any trust or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims you may have against the Company, Parent Company and their its owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns assigns, and Company hereby releases you, your heirs, family members, executors, estates, agents and assigns, or any controlled affiliate and any trust or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment laws, including, but not limited to, any claims based on your employment with the Company or the termination of unlawful dischargethat employment, including the release of any claims for wrongful discharge or breach of contractcontract (express, breach of the covenant of good faith and fair dealing, fraud, violation of public policy, defamation, physical injury, emotional distress, implied or otherwise); any claims for additional compensation negligence, defamation or benefits arising out of your intentional tort; any claims for employment discrimination, harassment, or your separation of employmentretaliation on any basis, including age, race, color, ethnicity, national origin, gender, religion, pregnancy, disability (or perceived disability), sexual orientation, veteran’s status, whistleblower status or marital status, claims under Title VII of the 1964 Civil Rights Act, as amended, under the Equal Pay Act, under the California Fair Employment and Housing Act, or the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights Act, Code and any other federal, state or local laws and/or regulations relating to employment or employment discrimination, harassment or retaliation including, without limitation, claims based on age or under the Age Discrimination in Employment Act or Older Workers Benefit Protection Act (collectively, the “ADEA”)Act, the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) and/or claims based on disability or under the Americans with Disabilities Act (collectively, the “Released Claims”)Act. The Released Claims also parties understand that there is a risk that after the execution of this Agreement they may discover facts different from or in addition to the facts which they now know. It is understood that the release herein shall be, and remain in effect as, a full and complete release, notwithstanding the discovery of different or additional facts. The parties expressly waive any rights, if applicable, under California Civil Code section 1542, which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND 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 DEBTOR OR RELEASED PARTY.” This release does not include claims a release of discrimination or retaliation on the basis of any rights you may have to workers’ compensation statute but or unemployment benefits, or of any rights either party may have under this Agreement. Nothing in this Agreement prevents you from filing a charge with the Equal Employment Opportunity Commission or comparable state or local governmental agency. You agree that you hereby waive any right that you may have to seek or to share in any relief, monetary or otherwise, relating to any claim released herein, whether such claim was initiated by you or not. You and the Company do not include workers’ compensation claimsintend to release claims that you may not release as a matter of law, including but not limited to claims for indemnity under California Labor Code Section 2802 for business expenses, or any claims for enforcement of this Agreement. To the fullest extent permitted by law, any dispute regarding the scope of this general release shall be determined by an arbitrator under the procedures set forth in the arbitration clause below.

Appears in 1 contract

Samples: Separation Agreement (FaZe Holdings Inc.)

General Release and Waiver of Claims. 1In consideration of the covenants, payments and other benefits set forth herein, Executive unconditionally, irrevocably and absolutely releases and discharges DocuSign and all of its current, former, and future parent corporations, subsidiary corporations, affiliate corporations, and its and their directors, officers, agents, and employees, and each of their successors and assigns (hereinafter referred to collectively as the “Released Parties”) from any and all known and unknown losses, liabilities, claims, demands, causes of action or suits of any type, whether in law or in equity, related directly or indirectly, or in any way connected with any transaction, affairs, or occurrences between them (collectively, the “Released Claims”), including, without limitation, Executive’s employment with DocuSign, Executive’s application for employment with DocuSign and any associated background check process, any rights or benefits that would otherwise apply under the Severance and CIC Documentation, the Offer Letter or otherwise, and/or Executive’s termination from said employment, in each case through the date hereof. The payments Released Claims specifically include, without limitation, any and promises set forth in this Agreement are in full satisfaction all contract or tort claims, claims for wrongful termination, retaliation, employment discrimination, emotional distress, fraud, misrepresentation, defamation, invasion of all accrued salaryprivacy, paid time offinterference with prospective economic advantage, bonus and commission paybreach of contract, profit-sharingmisrepresentation, stockpromissory estoppel or reliance, stock optionsexemption misclassification, restricted stock units failure to pay wages due or other ownership interest in monies owed, including, without limitation, severance, overtime compensation, accrued and unused vacation; claims for penalties, interest, attorneys’ fees and costs, including but not limited to penalties recoverable under the Private Attorneys General Act; and claims arising under Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act, the Equal Pay Act, the Fair Labor Standards Act, the Family and Medical Leave Act,; the Older Workers’ Benefit Protection Act of 1990, as amended, the California Family Rights Act, the California Fair Employment and Housing Act, the Occupational Safety and Health Act, the California Labor Code, including but not limited to the Private Attorneys General Act, any applicable California Industrial Wage Orders, all as amended, and any other local, state or federal law, rule, or regulation relating to or affecting Executive’s employment by DocuSign. Executive and the Company do not intend to release claims that Executive may not release as a matter of law, including but not limited to claims for indemnity under California Labor Code Section 2802, under the indemnification agreement between Executive and the Company, termination benefits or other compensation to which you may be entitled by virtue indemnification under any organizational document of your employment with the Company, your separation from the Company directors’ and officers’ insurance coverage, any worker’s compensation claims that Executive may possess or otherwiseclaim that cannot be released as a matter of law, although Executive represents that Executive she is not currently aware of any such claim, or any claims for enforcement of this Agreement. To the fullest extent permitted by law, you (on behalf any dispute regarding the scope of yourselfthis general release shall be determined by an arbitrator under the procedures set forth in the arbitration clause contained in the At-Will Employment, Confidential Information, Invention Assignment, and on behalf of your heirs, family members, executors, estates, agents and assigns, or any controlled affiliate and any trust or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby Arbitration Agreement. The release and contained herein shall not be construed to waive any other claims you may have against the Company, Parent and their owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment laws, including, but not limited to, claims of unlawful discharge, breach of contract, breach of the covenant of good faith and fair dealing, fraud, violation of public policy, defamation, physical injury, emotional distress, claims right to apply for additional compensation or benefits arising out of your employment or your separation of employment, claims under Title VII of the 1964 Civil Rights Act, as amended, under the California Fair Employment and Housing Act, the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights Act, and any other state laws and/or regulations relating to employment or employment discrimination, harassment or retaliation including, without limitation, claims based on age or under the Age Discrimination in Employment Act or Older Workers Benefit Protection Act (collectively, the “ADEA”), the Employee Retirement Income Security Act of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Act (collectively, the “Released Claims”). The Released Claims also include claims of discrimination or retaliation on the basis of workers’ compensation statute but do not include workers’ compensation claimsunemployment insurance benefits.

Appears in 1 contract

Samples: Transition Services & Separation Agreement (Docusign, Inc.)

General Release and Waiver of Claims. 1. a. The payments and promises set forth in this Agreement are in full satisfaction of all accrued salary, paid time offvacation pay, bonus and commission pay, profit-sharingprofit‑sharing, stock, stock options, restricted stock units or other ownership interest in the Company, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company, your separation from the Company or otherwise. To the fullest extent permitted by law, you (on behalf of yourself, and on behalf of your heirs, family members, executors, estates, agents and assigns, or any controlled affiliate and any trust or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims you may have against the Company, Parent Company and their its owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment laws, including, but not limited to, claims of unlawful discharge, breach of contract, breach of the covenant of good faith and fair dealing, fraud, violation of public policy, defamation, physical injury, emotional distress, claims for additional compensation or benefits arising out of your employment or your separation of employment, claims under Title VII of the 1964 Civil Rights Act, as amended, under the California Fair Employment and Housing Act, the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights Act, and any other state laws and/or regulations relating to employment or employment discrimination, harassment or retaliation including, without limitation, claims based on age or under the Age Discrimination in Employment Act or Older Workers Benefit Protection Act (collectively, the “ADEA”)Act, the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), the California Fair Employment and Housing Act, the California Family Rights Act, the Rxxxx Civil Rights Act, the Txx Xxxx Civil Rights Act, the California Fair Pay Act, the Equal Pay Act, the Family and Medical Leave Act, the Worker Adjustment and Retraining Notification (“WARN”) Act, the California WARN Act, and/or claims based on disability or under the Americans with Disabilities Act (collectivelyAct, the “Released Claims”). The Released Claims also include claims of discrimination and any other federal, state, or retaliation on the basis of workers’ compensation statute but do not include workers’ compensation claimslocal laws and/or regulations relating to employment, all including their amendments and respective implementing regulations.

Appears in 1 contract

Samples: Singular Genomics Systems, Inc.

General Release and Waiver of Claims. 1. The payments and promises set forth in this Agreement are in full satisfaction of all accrued salary, paid time offvacation pay, bonus and commission pay, profit-sharingprofit‑sharing, stock, stock optionsoptions (including NQs), restricted stock units RSUs, PSUs, or other ownership interest in the Company, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company or your separation or retirement from the Company, your separation from including pursuant to the Company or otherwiseEmployment Agreements. To the fullest extent permitted by law, you (on behalf of yourself, and on behalf of your heirs, family members, executors, estates, agents and assigns, or any controlled affiliate and any trust or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims you may have against the Company, Parent Company and their its owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment laws, including, but not limited to, claims of unlawful discharge, breach of contract, breach of the covenant of good faith and fair dealing, fraud, violation of public policy, defamation, physical injury, emotional distress, claims for additional compensation or benefits arising out of your employment or your separation of or retirement from employment, including pursuant to the Employment Agreements, claims under Title VII of the 1964 Civil Rights Act, as amended, under the California Fair Employment and Housing Act, the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights Act, Act and any other state laws and/or regulations relating to employment or employment discrimination, harassment or retaliation including, without limitation, claims based on age or under the Age Discrimination in Employment Act or Older Workers Benefit Protection Act (collectivelyAct, the “ADEA”), the Employee Retirement Income Security Act of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Act (collectivelyAct. ▪ By signing below, you expressly waive any benefits of Section 1542 of the Civil Code of the State of California, which provides as follows: Released Claims”). The Released Claims also include claims of discrimination or retaliation on 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.” ▪ You and the basis of workers’ compensation statute but Company do not include workers’ compensation claimsintend to release claims that you may not release as a matter of law, including but not limited to claims for indemnity under California Labor Code Section 2802, or any claims for enforcement of this Agreement. To the fullest extent permitted by law, any dispute regarding the scope of this general release shall be determined by an arbitrator under the procedures set forth in the arbitration clause below.

Appears in 1 contract

Samples: Transition and Retirement Agreement (Callidus Software Inc)

General Release and Waiver of Claims. 1(a) You agree to and do waive any claims you may have for employment by the Company. The payments You, on your own behalf and promises set forth in this Agreement are in full satisfaction on behalf of all accrued salaryyour heirs, paid time offestate and beneficiaries, bonus and commission pay, profit-sharing, stock, stock options, restricted stock units or other ownership interest in further do hereby release the Company, termination benefits and in those capacities, any of its Affiliates, and each of their respective past, present and future officers, directors, agents, employees, shareholders, investors, employee benefit plans and their administrators, trustees or other compensation fiduciaries, insurers of any of those entities, and its and their successors and assigns and others related to those entities (collectively, the “Released Parties”) from any and all claims made, to be made, or which you may be entitled by virtue might have been made of whatever nature, whether known or unknown, from the beginning of time, including those that arose as a consequence of your employment with the Company, your separation from or arising out of the Company or otherwise. To the fullest extent permitted by law, you (on behalf of yourself, and on behalf termination of your heirs, family members, executors, estates, agents and assignsemployment with the Company, or any controlled affiliate act committed or omitted during or after the existence of that employment relationship, all up through and any trust or other entity of including the date on which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims you may have against the Company, Parent and their owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment lawsthis Agreement is executed, including, but not limited to, claims those which were, could have been or could be the subject of unlawful dischargean administrative or judicial proceeding filed by you or on your behalf under federal, state or local law, whether by statute, regulation, in contract or tort, and including, but not limited to, for front pay, back pay, wages, bonus, fringe benefit, any form of discrimination, wrongful termination, tort, emotional distress, pain and suffering, breach of contract, breach of the covenant of good faith and fair dealing, fraud, violation of public policy, defamation, physical injurycompensatory or punitive damages, emotional distressinterest, claims for additional compensation attorney’s fees, reinstatement or benefits arising out of your employment or your separation of employment, claims under Title VII of the 1964 Civil Rights Act, as amended, under the California Fair Employment and Housing Act, the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights Actreemployment, and any other state laws and/or regulations relating to employment rights or employment discriminationclaims under the Civil Rights Act of 1866, harassment or retaliation including, without limitation, claims based on age or under the Age Discrimination in Employment Act or of 1967, 29 U.S.C. sec. 621, et seq., the Older Workers Benefit Protection Act (collectivelyAct, the “ADEA”)Americans with Disabilities Act, the Family and Medical Leave Act, the Civil Rights Act of 1964, Title VII, the Civil Rights Act of 1991, the Employee Retirement Income Security Act of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Equal Pay Act, the Worker Adjustment and Retraining Notification Act, the Massachusetts Fair Employment Practices Act (collectivelyM.G.L. c.151B), the Massachusetts Civil Rights Act, the Massachusetts Equal Pay and Maternity Benefits Law, the Massachusetts Equal Rights for Elderly and Disabled Law, the Massachusetts Small Necessities Leave Act, the Massachusetts Age Discrimination Law, the Massachusetts Wage Payment Statutes (M.G.L. c.149, 148, 150), the Massachusetts Earned Sick Xxx Xxx (MGL Ch. 149, Section 148C) and any other federal, state or local law, in each case, as amended, relating to employment, discrimination in employment, termination of employment, wages, benefits or otherwise. You acknowledge and agree that even though claims and facts in addition to those now known or believed by you to exist may subsequently be discovered, it is your intention to fully settle and release all claims you may have against the Company and the Released Claims”)Parties, whether known, unknown or suspected. The Released Claims also include claims Parties who are not party to this Agreement will be third-party beneficiaries of discrimination or retaliation on the basis of workers’ compensation statute but do not include workers’ compensation claimsthis Section 11(a).

Appears in 1 contract

Samples: Letter Agreement (Lantheus Holdings, Inc.)

General Release and Waiver of Claims. 1. The payments In consideration for receiving the Separation Compensation described above, to the fullest extent permitted by applicable law, you waive, release and promises set forth in this Agreement are in full satisfaction promise never to assert any claims or causes of all accrued action, whether or not now known, against the Company or its predecessors, successors or past or present subsidiaries, stockholders, directors, officers, employees, consultants, attorneys, agents, assigns and employee benefit plans (“Releasees”) with respect to any matter, including (without limitation) any matter related to your employment with the Company or the termination of that employment, including (without limitation) claims or demands related to base pay, salary, paid time offbonuses, bonus and commission pay, profit-sharingcommissions, stock, stock options, restricted stock units stock-based compensation or any other ownership interest interests in the CompanyHims, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Companyvacation/paid time off, your separation from the Company or otherwise. To the fullest extent permitted by lawfringe benefits, you (on behalf of yourselfexpense reimbursements, and on behalf of your heirs, family members, executors, estates, agents and assignsseverance pay, or any controlled affiliate and any trust other form of compensation; attorneys’ fees or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims you may have against the Company, Parent and their owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment laws, including, but not limited to, costs; claims of unlawful wrongful discharge, constructive discharge, emotional distress, defamation, invasion of privacy, fraud, breach of contract, contract or breach of the covenant of good faith and fair dealingdealing and any claims of discrimination or harassment based on sex, fraudage, violation of public policyrace, defamationnational origin, physical injury, emotional distress, claims for additional compensation disability or benefits arising out of your employment or your separation of employment, claims any other basis under Title VII of the 1964 Civil Rights ActAct of 1964, as amended, under the California Fair Employment and Housing Act, the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights Act, and any other state laws and/or regulations relating to employment or employment discrimination, harassment or retaliation including, without limitation, claims based on age or under the Age Discrimination in Employment Act or of 1967 (as amended by the Older Workers Benefit Protection Act (collectivelyAct), the “ADEA”)Americans with Disabilities Act, the Fair Labor Standards Act, the National Labor Relations Act, the Family and Medical Leave Act, the Employee Retirement Income Security Act of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Act (collectively“ERISA”), the “Released Claims”)Workers Adjustment and Retraining Notification Act, the California Labor Code where permitted, and all other laws and regulations relating to employment. The Released Claims also include However, this release covers only those claims that arose prior to the execution of discrimination this Agreement and only those claims that may be waived by applicable law. Execution of this Agreement does not bar any claim that arises hereafter, including (without limitation) a claim for breach of this Agreement or retaliation on any claim to indemnification under Section 2802 of the basis of California Labor Code, any right you have to file or pursue a claim for workers’ compensation statute but do or unemployment insurance, or any rights which are not include workers’ compensation claimswaivable as a matter of law. To the fullest extent permitted by law, any dispute regarding the scope of this general release shall be determined by an arbitrator under the procedures set forth in the arbitration agreement between the parties. Xxxxxxx Xxxxxx You understand that this Agreement does not limit your ability to file a charge or complaint with the Equal Employment Opportunity Commission, the Securities and Exchange Commission or any other federal, state or local governmental agency or commission (each, a “Government Agency”), except that you acknowledge and agree and hereby waive your right to any monetary benefits in connection with any such claim, charge or proceeding before the Equal Employment Opportunity Commission, the Securities and Exchange Commission, or any analogous federal, state or other government agency, to the extent allowed by applicable law. You further understand that this Agreement does not limit your ability to communicate with, or otherwise participate in any investigation or proceeding that may be conducted by, a Government Agency. Notwithstanding anything to the contrary herein, this Agreement does not limit your right to receive a statutory award for information provided to the Securities and Exchange Commission. By signing below, you expressly waive any benefits of Section 1542 of the Civil Code of the State of California, which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND 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 DEBTOR OR RELEASED PARTY.

Appears in 1 contract

Samples: Oaktree Acquisition Corp.

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General Release and Waiver of Claims. 1. a The payments and promises set forth in this Agreement are in full satisfaction of all accrued salary, paid time offvacation pay, bonus and commission pay, profit-sharing, stock, stock options, restricted stock units options or other ownership interest in the Company, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company, your separation from the Company or otherwisethe end of your employment with the Company. To the fullest extent permitted by law, you (on behalf of yourself, and on behalf of your heirs, family members, executors, estates, agents and assigns, or any controlled affiliate and any trust or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims you may have against the Company, Parent Company and their its owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment laws, including, but not limited to, claims of unlawful discharge, breach of contract, breach of the covenant of good faith and fair dealing, fraud, violation of public policy, defamation, physical injury, emotional distress, claims for additional compensation or benefits arising out of your employment or the end of your separation of employment, claims under Title VII of the 1964 Civil Rights Act, as amended, under the California Fair Employment and Housing Act, the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights Act, Act and any other state laws and/or regulations relating to employment or employment discrimination, harassment or retaliation including, without limitation, claims based on age or under the Age Discrimination in Employment Act or Older Workers Benefit Protection Act (collectivelyAct, the “ADEA”), the Employee Retirement Income Security Act of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Act (collectivelyAct. To the fullest extent permitted by law, the “Released Claims”). The Released Claims also include Company hereby releases and waives any claims it may have against you and your successors and assigns, whether known or not known, including, but not limited to claims relating to your employment with the Company and separation therefrom, but excluding claims of discrimination or retaliation on fraud, misappropriation of trade secrets, and breach of your Proprietary Information and Inventions Agreement. b By signing below, you and the basis Company expressly waive any benefits of workers’ compensation statute but Section 1542 of the Civil Code of the State of California, 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.” c You and the Company do not include workers’ compensation claims.intend to release claims that you may not release as a matter of law, including but not limited to claims for indemnity under California Labor Code Section 2802, or any claims for enforcement of this Agreement. To the fullest extent permitted by law, any dispute regarding the scope of this general release shall be determined by an arbitrator under the procedures set forth in the arbitration clause below. Rxxxx, Xxxx

Appears in 1 contract

Samples: Advisor Agreement (Model N, Inc.)

General Release and Waiver of Claims. 1. The payments In exchange and promises set forth in this Agreement consideration for the promises, obligations, and agreements undertaken by Grainger herein, which the Officer agrees and acknowledges are in full satisfaction of all accrued salaryadequate and sufficient consideration, paid time offthe Officer, bonus and commission pay, profit-sharing, stock, stock options, restricted stock units or other ownership interest in the Company, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company, your separation from the Company or otherwise. To the fullest extent permitted by law, you (on behalf of yourselfhimself, and on behalf of your his spouse, agents, representatives, attorneys, assigns, heirs, family members, executors, estatesadministrators, agents and assignsother personal representatives, or any controlled affiliate releases and any trust or other entity forever discharges Grainger, the Affiliates, and all of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims you may have against the Company, Parent and their owners, agents, officers, shareholders, employees, directors, agents, attorneys, subscriberspersonal representatives, subsidiariespredecessors, affiliatessuccessors, successors and assigns (hereinafter collectively referred to as the “Releasees”)) from any and all claims of any kind which he has, whether known or not knownmight have, including, without limitation, as of the date of this Agreement; or which are based on any facts which exist or existed on or before the date of this Agreement. The claims under any employment laws, includingthe Officer is releasing include, but are not limited to, all claims of unlawful discharge, breach of contract, breach of the covenant of good faith relating in any way to his employment at Grainger or his separation from that employment; and fair dealing, fraud, violation of public policy, defamation, physical injury, emotional distress, claims for additional compensation or benefits arising out of your employment or your separation of employment, all claims under Title VII of the 1964 Civil Rights Act of 1964, the Civil Rights Act of 1991, 42 U.S.C. § 1981, the Equal Pay Act, the Employee Retirement Income Security Act, the Americans with Disabilities Act, the Federal Rehabilitation Act, the Age Discrimination in Employment Act (“ADEA”), the Older Worker Benefit Protection Act, the Illinois Human Rights Act, as amendedthe Illinois Wage Payment and Collection Act, under the California Fair Employment and Housing Act, the California Labor CodeUnruh Civil Rights Acx, the California Government Code, the California Business and Professions Code, all xxe California Wage Orders, the Family Medical Leave Payment and Collection Act, the California Family Rights Act, and or any other federal, state laws and/or regulations or local law relating to employment or employment employment, discrimination, harassment retaliation, or retaliation wages, or under the common law of any state (including, without limitation, claims based on age relating to contracts, wrongful discharge, retaliatory discharge, defamation, intentional or under the Age Discrimination in Employment Act or Older Workers Benefit Protection Act (collectivelynegligent infliction of emotional distress, the “ADEA”), the Employee Retirement Income Security Act and wrongful termination of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Act (collectively, the “Released Claims”benefits). The Released Claims Officer also include releases and forever discharges Grainger and all other Releasees from any and all other demands, claims, causes of action, obligations, agreements, promises, representations, damages, suits, and liabilities whatsoever, both known and unknown, in law or in equity, which he has or might have as of the date of this Agreement. The Officer understands that this Section 5 of this Agreement contains a complete and general release of any claim that he now has against Grainger and all other Releasees, or could ever have against Grainger and all other Releasees, based on any fact, event, or omission that has occurred up to the time at which he signs the Agreement. The Officer does not intend to nor is he waiving any rights or claims of discrimination that may arise after the date that he signs this Agreement, or retaliation any right on the basis Officer’s part to challenge the knowing and voluntary nature of workers’ compensation statute but do this release with respect to claims under ADEA. Notwithstanding the foregoing, the Officer does not include workers’ compensation claimswaive any rights he may have to benefits available after termination under any company-sponsored employee benefit plan, or any rights he may have to insurance protection and/or indemnification for actions taken by the Officer while an employee and officer of Grainger. The Officer acknowledges that this is an individually negotiated agreement and he agrees that his termination of employment with Grainger is not pursuant to an employment termination program as that term is used in the ADEA. The Officer understands and agrees that this waiver and release is an essential and material term of this Agreement and that, without such provision, no agreement would have been reached by the parties. The Officer further understands and agrees that all rights under Section 1542 of the Civil Code of the State of California which are related or in any manner incidental to the matters encompassed by this Agreement are hereby waived. Section 1542 provides as follows: A general release does not extend to claims which the creditor does no know or suspect to exist in his favor at the time of executing the release, which if known to him must have materially affected his settlement with the debtor.

Appears in 1 contract

Samples: Separation Agreement and General Release (Grainger W W Inc)

General Release and Waiver of Claims. 1(a) You agree to and do waive any claims you may have for employment by the Company. The payments You, on your own behalf and promises set forth in this Agreement are in full satisfaction on behalf of all accrued salaryyour heirs, paid time offestate and beneficiaries, bonus and commission pay, profit-sharing, stock, stock options, restricted stock units or other ownership interest in further do hereby release the Company, termination benefits and in those capacities, any of its Affiliates, and each of their respective past, present and future officers, directors, agents, employees, shareholders, investors, employee benefit plans and their administrators, trustees or other compensation fiduciaries, insurers of any of those entities, and its and their successors and assigns and others related to those entities (collectively, the “Released Parties”) from any and all claims made, to be made, or which you may be entitled by virtue might have been made of whatever nature, whether known or unknown, from the beginning of time, including those that arose as a consequence of your employment with the Company, your separation from or arising out of the Company or otherwise. To the fullest extent permitted by law, you (on behalf of yourself, and on behalf termination of your heirs, family members, executors, estates, agents and assignsemployment with the Company, or any controlled affiliate act committed or omitted during or after the existence of that employment relationship, all up through and any trust or other entity of including the date on which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims you may have against the Company, Parent and their owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment lawsthis Agreement is executed, including, but not limited to, claims those which were, could have been or could be the subject of unlawful dischargean administrative or judicial proceeding filed by you or on your behalf under federal, state or local law, whether by statute, regulation, in contract or tort, and including, but not limited to, for front pay, back pay, wages, bonus, fringe benefit, any form of discrimination, wrongful termination, tort, emotional distress, pain and suffering, breach of contract, breach of the covenant of good faith and fair dealing, fraud, violation of public policy, defamation, physical injurycompensatory or punitive damages, emotional distressinterest, claims for additional compensation attorney’s fees, reinstatement or benefits arising out of your employment or your separation of employment, claims under Title VII of the 1964 Civil Rights Act, as amended, under the California Fair Employment and Housing Act, the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights Actreemployment, and any other state laws and/or regulations relating to employment rights or employment discriminationclaims under the Civil Rights Act of 1866, harassment or retaliation including, without limitation, claims based on age or under the Age Discrimination in Employment Act or of 1967, 29 U.S.C. sec. 621, et seq., the Older Workers Benefit Protection Act (collectivelyAct, the “ADEA”)Americans with Disabilities Act, the Family and Medical Leave Act, the Civil Rights Act of 1964, Title VII, the Civil Rights Act of 1991, the Employee Retirement Income Security Act of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Equal Pay Act, the Worker Adjustment and Retraining Notification Act, the Massachusetts Fair Employment Practices Act (collectivelyM.G.L. c.151B), the Massachusetts Civil Rights Act, the Massachusetts Equal Pay and Maternity Benefits Law, the Massachusetts Equal Rights for Elderly and Disabled Law, the Massachusetts Small Necessities Leave Act, the Massachusetts Age Discrimination Law, the Massachusetts Wage Payment Statutes (M.G.L. c.149, 148, 150), the Massachusetts Earned Sick Xxx Xxx (MGL Ch. 149, Section 148C) and any other federal, state or local law, in each case, as amended, relating to employment, discrimination in employment, termination of employment, wages, benefits or otherwise. You acknowledge and agree that even though claims and facts in addition to those now known or believed by you to exist may subsequently be discovered, it is your intention to fully settle and release all claims you may have against the Company and the Released Claims”)Parties, whether known, unknown or suspected. The Released Claims also include claims Parties who are not party to this Agreement will be third-party beneficiaries of discrimination or retaliation on the basis of workers’ compensation statute but do not include workers’ compensation claimsthis Section 10(a).

Appears in 1 contract

Samples: Letter Agreement (Lantheus Holdings, Inc.)

General Release and Waiver of Claims. 1. The payments and promises set forth in a. In exchange for the consideration provided under Section 2 (Continued Employment; Other Release Consideration) of this Agreement are in full satisfaction of all accrued salaryAgreement, paid time off, bonus and commission pay, profit-sharing, stock, stock options, restricted stock units or other ownership interest in the Company, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company, your separation from the Company or otherwise. To the fullest extent permitted by law, you (on behalf of yourself, and on behalf of your heirs, family members, executors, estates, agents and assigns, or any controlled affiliate and any trust or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims and all claims, whether known or unknown, suspected or unsuspected that you may have possess against the CompanyCompany and its current and former officers, Parent and their ownersdirectors, employees, agents, officersinvestors, attorneys, shareholders, employees, directors, attorneys, subscribers, subsidiariesadministrators, affiliates, successors benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries, and predecessor and successor corporations and assigns (collectively the “Releasees”), whether known or not known, including, without limitation, claims under any employment laws, including, but not limited to, the following: (a) claims arising under the federal or any state constitution; (b) claims arising under the federal or any state or municipal statute, including but not limited to the Age Discrimination in Employment Act of unlawful discharge1967, the Older Workers Benefit Protection Act; the Family and Medical Leave Act (FMLA), the California Family Rights Act (CFRA), the Fair Labor Standards Act (FLSA), the California Labor Code, Title VII of the 1964 Civil Rights Act, as amended, and the California Fair Employment and Housing Act; (c) claims arising under federal, state or local laws prohibiting discrimination in employment; (d) claims for wrongful termination, breach of contract, breach of public policy, physical or mental harm or distress, breach of the covenant of good faith and fair dealing, fraud, violation of public policynegligence, defamation; (e) any claim for attorneys’ fees and costs; (f) any and all claims relating to, physical injuryor arising from, emotional distressyour right to purchase, or actual purchase of shares of stock of the Company; and (g) any and all other claims for additional compensation or benefits arising out of from your employment or your separation other business relationship with the Company or the termination of employmentthat relationship. You agree that you will not file any legal action asserting any such claims, claims under Title VII such as by suing or in any manner instituting, prosecuting, or pursuing any claim, complaint, charge, duty, obligation, demand, or cause of the 1964 Civil Rights Act, as amended, under the California Fair Employment and Housing Act, the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights Act, and any other state laws and/or regulations action relating to employment or employment discrimination, harassment or retaliation including, without limitation, any matters of any kind. You agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any obligations incurred under this Agreement. This release does not release claims based on age or under the Age Discrimination in Employment Act or Older Workers Benefit Protection Act (collectively, the “ADEA”), the Employee Retirement Income Security Act that cannot be released as a matter of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Act (collectively, the “Released Claims”). The Released Claims also include claims of discrimination or retaliation on the basis of workers’ compensation statute but do not include workers’ compensation claimslaw.

Appears in 1 contract

Samples: Letter Agreement (Quotient Technology Inc.)

General Release and Waiver of Claims. 1. The payments In exchange for and in consideration of the covenants and promises set forth in this Agreement are in full satisfaction of all accrued salarycontained herein, paid time off, bonus and commission pay, profit-sharing, stock, stock options, restricted stock units or other ownership interest in the Company, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company, your separation from the Company or otherwise. To the fullest extent permitted by law, you (on behalf of yourself, and on behalf of your heirs, family members, executors, estates, agents and assigns, or any controlled affiliate and any trust or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims you may have against the Company, Parent Company and their its owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns assigns, and Company hereby releases you, your heirs, family members, executors, estates, agents and assigns, or any controlled affiliate and any trust or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment laws, including, but not limited to, any claims based on your employment with the Company or the termination of unlawful dischargethat employment, including the release of any claims for wrongful discharge or breach of contractcontract (express, breach of the covenant of good faith and fair dealing, fraud, violation of public policy, defamation, physical injury, emotional distress, implied or otherwise); any claims for additional compensation negligence, defamation or benefits arising out of your intentional tort; any claims for employment discrimination, harassment, or your separation of employmentretaliation on any basis, including age, race, color, ethnicity, national origin, gender, religion, pregnancy, disability (or perceived disability), sexual orientation, veteran’s status, whistleblower status or marital status, claims under Title VII of the 1964 Civil Rights Act, as amended, under the Equal Pay Act, under the California Fair Employment and Housing Act, or the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights Act, Code and any other federal, state or local laws and/or regulations relating to employment or employment discrimination, harassment or retaliation including, without limitation, claims based on age or under the Age Discrimination in Employment Act or Older Workers Benefit Protection Act (collectively, the “ADEA”)Act, the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) and/or claims based on disability or under the Americans with Disabilities Act (collectively, the “Released Claims”)Act. The Released Claims also parties understand that there is a risk that after the execution of this Agreement they may discover facts different from or in addition to the facts which they now know. It is understood that the release herein shall be, and remain in effect as, a full and complete release, notwithstanding the discovery of different or additional facts. The parties expressly waive any rights, if applicable, under California Civil Code section 1542, which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND 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 DEBTOR OR RELEASED PARTY.” This release does not include claims a release of discrimination or retaliation on the basis of any rights you may have to workers’ compensation statute but or unemployment benefits, or of any rights either party may have under this Agreement. Nothing in this Agreement prevents you from filing a charge with the Equal Employment Opportunity Commission or comparable state or local governmental agency. You agree that you hereby waive any right that you may have to seek or to share in any relief, monetary or otherwise, relating to any claim released herein, whether such claim was initiated by you or not. You and the Company do not include workers’ compensation claimsintend to release claims that you may not release as a matter of law, including but not limited to claims for indemnity under California Labor Code Section 2802 for business expenses, or any claims for enforcement of this Agreement. To the fullest extent permitted by law, any dispute regarding the scope of this general release shall be determined by an arbitrator under the procedures set forth in the arbitration clause below.

Appears in 1 contract

Samples: Separation Agreement (FaZe Holdings Inc.)

General Release and Waiver of Claims. 1. The payments and promises set forth In exchange for the consideration in this Agreement are Release, Participant hereby releases the Company and all of its officers, directors, employees, funds, Related Corporations (as defined under the Companies Act (Cap. 50)), agents, and representatives (“Releasees”), from all claims, liabilities, and expenses (including attorneys’ fees) of any kind, whether known or unknown, from the beginning of time through the date of this Release. This release includes all claims under any federal, state, local or foreign law, arising out of, or in full satisfaction of all accrued salaryany way related to, paid time off, bonus and commission pay, profit-sharing, stock, stock options, restricted stock units or other ownership interest in the Company, termination benefits or other compensation to which you may be entitled by virtue of your Participant’s employment with the Company, your separation from or the Company or otherwisetermination of that employment. To the fullest extent permitted by law, you (on behalf of yourself, and on behalf of your heirs, family members, executors, estates, agents and assigns, or any controlled affiliate and any trust or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby Participant understands that this release and waive any other claims you may have against the Company, Parent and their owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment laws, includingincludes, but is not limited to, (i) waivers of all claims under Title VII of the Civil Rights Act of 1964 (Title VII, as amended), the Civil Rights Act of 1991, the Equal Pay Act, Executive Order 11246, as amended, any other Executive Orders pertaining to Participant’s employment, other state anti-discrimination laws, any and all federal civil rights statutes or ordinances, as well as under any and all other international, federal, state or local statutes, ordinances, regulations, constitutions or executive orders, the Family and Medical Leave Act (“FMLA”), the Fair Labor Standards Act (“FLSA”), the Americans with Disabilities Act (“ADA”), the Americans with Disabilities Act Amendment Act (“ADAAA”), the Age Discrimination in Employment Act (“ADEA”), the Consolidated Omnibus Budget Reconciliation Act (“COBRA”), the Occupational Safety and Health Act (“OSHA”), the Employee Retirement Income Security Act of 1974 (“ERISA”), the Internal Revenue Code of 1986, as amended, and any and all other foreign, federal, state, or local laws; (ii) all claims for compensation of any type whatsoever, including claims for salary, wages, bonuses, commissions, incentive compensation, vacation and/or severance; (iii) all claims arising under tort, contract and/or quasi-contract law, including claims of unlawful discharge, breach of an express or implied contract, tortious interference with contract or prospective business advantage, breach of the covenant of good faith and fair dealing, promissory estoppel, detrimental reliance, invasion of privacy, nonphysical injury, personal injury or sickness or any other harm, wrongful or retaliatory discharge, fraud, violation of public policy, defamation, physical injuryslander, libel, false imprisonment, negligent or intentional infliction of emotional distress, ; and (iv) all claims for additional compensation monetary or benefits arising out equitable relief, including attorneys’ fees, back pay, front pay, reinstatement, experts' fees, medical fees or expenses, costs and disbursements. Participant specifically intends this release to be the broadest possible release permitted under law. However, this general release and waiver of your employment claims does not prohibit Participant from filing an administrative charge or your separation of employment, claims under Title VII of claim with the 1964 Civil Rights Act, as amended, under Equal Employment Opportunity Commission (“EEOC”) or any state or local agency authorized by the California Fair Employment and Housing Act, the California Labor Code, the California Government Code, the California Business and Professions Code, all California Wage Orders, the Family Medical Leave Act, the California Family Rights ActEEOC to accept such charge or claim, and it does not apply to any other state laws and/or regulations relating to employment claims that cannot be waived by law. It does, however, preclude Participant from receiving any monetary or employment discrimination, harassment or retaliation including, without limitation, claims injunctive award as a result of filing such an administrative action. It also bars Participant from maintaining a civil action in any judicial forum based on age the allegations raised in such an administrative charge or under the Age Discrimination in Employment Act or Older Workers Benefit Protection Act (collectively, the “ADEA”), the Employee Retirement Income Security Act of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Act (collectively, the “Released Claims”). The Released Claims also include claims of discrimination or retaliation on the basis of workers’ compensation statute but do not include workers’ compensation claimsclaim.

Appears in 1 contract

Samples: Solicitation and Nondisclosure Agreement (Sonoco Products Co)

General Release and Waiver of Claims. 1. The payments In consideration for receiving the Separation Compensation described above, to the fullest extent permitted by applicable law, you waive, release and promises set forth in this Agreement are in full satisfaction promise never to assert any claims or causes of all accrued action, whether or not now known, against the Company or its predecessors, successors or past or present subsidiaries, stockholders, directors, officers, employees, consultants, attorneys, agents, assigns and employee benefit plans (“Releasees”) with respect to any matter, including (without limitation) any matter related to your employment with the Company or the termination of that employment, including (without limitation) claims or demands related to base pay, salary, paid time offbonuses, bonus and commission pay, profit-sharingcommissions, stock, stock options, restricted stock units stock-based compensation or any other ownership interest interests in the Company, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Companyvacation/paid time off, your separation from the Company or otherwise. To the fullest extent permitted by lawfringe benefits, you (on behalf of yourselfexpense reimbursements, and on behalf of your heirs, family members, executors, estates, agents and assignsseverance pay, or any controlled affiliate and any trust other form of compensation; attorneys’ fees or other entity of which you or said heirs, estates or family directly or indirectly hold a majority beneficial interest) hereby release and waive any other claims you may have against the Company, Parent and their owners, agents, officers, shareholders, employees, directors, attorneys, subscribers, subsidiaries, affiliates, successors and assigns (collectively “Releasees”), whether known or not known, including, without limitation, claims under any employment laws, including, but not limited to, costs; claims of unlawful wrongful discharge, constructive discharge, emotional distress, defamation, invasion of privacy, fraud, breach of contract, contract or breach of the covenant of good faith and fair dealingdealing and any claims of discrimination or harassment based on sex, fraudage, violation of public policyrace, defamationnational origin, physical injury, emotional distress, claims for additional compensation disability or benefits arising out of your employment or your separation of employment, claims any other basis under Title VII of the 1964 Civil Rights ActAct of 1964, as amended, under the California Fair Employment and Housing Act, the California Labor CodeAge Discrimination in Employment Act of 1967 (as amended by the Older Workers Benefit Protection Act), the California Government CodeAmericans with Disabilities Act, the California Business and Professions CodeFair Labor Standards Act where permitted, all California Wage Ordersthe National Labor Relations Act, the Family and Medical Leave Act, the California Family Rights Act, and any other state laws and/or regulations relating to employment or employment discrimination, harassment or retaliation including, without limitation, claims based on age or under the Age Discrimination in Employment Act or Older Workers Benefit Protection Act (collectivelyCalifornia Fair Pay Act, the “ADEA”)Equal Pay Act, the Employee Retirement Income Security Act of 1974, as amended and/or claims based on disability or under the Americans with Disabilities Act (collectively“ERISA”), the “Released Claims”)Workers Adjustment and Retraining Notification Act, the California Workers Adjustment and Retraining Notification Act, the California Labor Code where permitted, and all other laws and regulations relating to employment. The Released Claims also include However, this release covers only those claims that arose prior to the execution of discrimination this Agreement and only those claims that may be waived by applicable law. Execution of this Agreement does not bar any claim that arises hereafter, including (without limitation) a claim for breach of this Agreement or retaliation on any claim to indemnification under Section 2802 of the basis of California Labor Code, any right you have to file or pursue a claim for workers’ compensation statute but do or unemployment insurance, or any rights which are not include workers’ compensation claimswaivable as a matter of law. To the fullest extent permitted by law, any dispute regarding the scope of this general release shall be determined by an arbitrator under the procedures set forth in the arbitration agreement between the parties. Xxxxxxx Xxxxxxx You understand that this Agreement does not limit your ability to file a charge or complaint with the Equal Employment Opportunity Commission, the Securities and Exchange Commission or any other federal, state or local governmental agency or commission (each, a “Government Agency”), except that you acknowledge and agree and hereby waive your right to any monetary benefits in connection with any such claim, charge or proceeding before the Equal Employment Opportunity Commission, the Securities and Exchange Commission, or any analogous federal, state or other government agency, to the extent allowed by applicable law. You further understand that this Agreement does not limit your ability to communicate with, or otherwise participate in any investigation or proceeding that may be conducted by, a Government Agency. Notwithstanding anything to the contrary herein, this Agreement does not limit your right to receive a statutory award for information provided to the Securities and Exchange Commission. By signing below, you expressly waive any benefits of Section 1542 of the Civil Code of the State of California, which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND 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 DEBTOR OR RELEASED PARTY.

Appears in 1 contract

Samples: Your Stock Option Agreement (Oaktree Acquisition Corp.)

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