Common use of General Release by Employee Clause in Contracts

General Release by Employee. In consideration of the foregoing, which Employee hereby expressly acknowledges as good and sufficient consideration for the releases provided below, Employee hereby unconditionally and irrevocably releases, acquits and forever discharges, to the fullest extent permitted by applicable law, the Company and each of its subsidiaries, divisions, affiliates, operating companies, predecessors and successors, as well as all of the current and former employees, officers, directors, owners, shareholders, partners, representatives, agents and affiliates of each of them (collectively, the “Released Parties”), from any and every action, cause of action, complaint, claim, demand, administrative charge, legal right, compensation, obligation, damages (including consequential, exemplary and punitive damages), liability, cost or expense (including attorney’s fees) that Employee has, may have or may be entitled to from or against any of the Released Parties, whether legal, equitable or administrative, whether known or unknown, which arises directly or indirectly out of, or is based on or related in any way to Employee’s employment with, compensation and benefits from, termination of employment from, service for or other affiliation with the Company, including any such matter arising from the negligence, gross negligence or reckless, willful or wanton misconduct of any of the Released Parties (together, the “Released Claims”); provided, however, that this Release does not apply to, and the Released Claims do not include: (i) any claims arising solely and specifically under the U.S. Age Discrimination in Employment Act of 1967 after the date this Agreement is executed by Employee; (ii) any claim for indemnification (including under the Company’s organizational documents or insurance policies) arising in connection with an action instituted by a third party against the Company or any of its affiliates or Employee, in his capacity as an officer, director, manager, employee, agent or other representative of the Company or any of its affiliates; (iii) any claims for vested benefits under the Company’s 401(k) plan; (iv) any claims relating to Employee’s eligibility to continue participating in health coverage currently available to Employee in accordance with COBRA, subject to the terms, conditions and restrictions of that Act; (v) any claim arising from any breach or failure to perform any provision of this Agreement; or (vi) any claim for worker’s compensation benefits or any other claim that cannot be waived by a general release.

General Release by Employee. In consideration of the foregoing, which Employee hereby expressly acknowledges as good and sufficient consideration for the releases provided below, Employee hereby unconditionally and irrevocably releases, acquits and forever discharges, to the fullest extent permitted by applicable law, the Company and each of its subsidiaries, divisions, affiliatesAffiliates, operating companies, predecessors and successors, as well as all of the current and former employees, officers, directors, owners, shareholders, partners, representatives, agents and affiliates Affiliates of each of them (collectively, the “Released Parties”), from any and every action, cause of action, complaint, claim, demand, administrative charge, legal right, compensation, promise, agreement, contract, obligation, damages (including consequential, exemplary and punitive damages), liability, cost or expense (including attorney’s fees) that Employee has, may have or may be entitled to from or against any of the Released Parties, whether legal, equitable or administrative, whether known or unknown, which arises directly or indirectly out of, or is based on or related in any way to to, Employee’s employment with, compensation and benefits from, termination of employment from, service for or other affiliation with the Company, including any such matter arising from the negligence, gross negligence or reckless, willful or wanton misconduct of any of the Released Parties (together, the “Released Claims”); provided, however, that this Release release does not apply to, and the Released Claims do not include: (i) any claims arising solely and specifically under the U.S. Age Discrimination in Employment Act of 1967 after the date this Agreement is executed by Employee; (ii) any claim for indemnification (including under the Company’s organizational documents or insurance policiespolicies (and subject to the terms and conditions thereof) arising in connection with an action instituted by a third party against the Company or any of its affiliates or Employee, in his capacity as an officer, director, manager, employee, agent or other representative of the Company or any of its affiliates; (iiiii) any claims for vested benefits under the Company’s 401(k) plan (in accordance with the Company’s books and records for such plan); (iviii) any claims relating to Employee’s eligibility to continue participating in health coverage currently available to Employee in accordance with COBRA, subject to the terms, conditions and restrictions of that Act; (viv) any claim arising from any breach or failure to perform any provision of this AgreementAgreement or the Consulting Agreement executed commensurate herewith; or (viv) any claim for worker’s compensation benefits or any other claim that cannot be waived by a general release. “Affiliate” of any specified person or entity means any other person or entity directly or indirectly Controlling or Controlled by or under direct or indirect common Control with such specified person or entity. “Control,” “Controlling” or “Controlled by” means, when used with respect to any specified person or entity, the power to direct the management and policies of such person or entity, directly or indirectly, whether through the ownership of voting securities.

General Release by Employee. In consideration of the foregoing, which Employee hereby expressly acknowledges as good and sufficient consideration for the releases payments and benefits to be provided below, Employee hereby unconditionally and irrevocably releases, acquits and forever discharges, to the fullest extent permitted by applicable lawEmployee pursuant to this Agreement and upon receipt thereof, the Employee, for the Employee and for the Employee’s heirs, executors, administrators, trustees, legal representatives and assigns (hereinafter referred to collectively as “Releasors”), forever release and discharge the Company and each of its past, present and future parent entities, shareholders, subsidiaries, divisions, affiliatesaffiliates and related business entities, operating companiessuccessors and assigns, predecessors assets, employee benefit plans or funds, and successorsany of its or their respective past, as well as all of the current and former employeespresent and/or future directors, managers, officers, directorsfiduciaries, ownersattorneys, shareholdersagents, partnerstrustees, representativesadministrators, agents employees and affiliates assigns, with respect to their conduct when acting on behalf of each of them the Company or in their individual capacities (collectively, the “Released PartiesCompany Entities”), ) from any and every actionall claims, cause demands, causes of action, complaint, claim, demand, administrative charge, legal right, compensation, obligation, damages (including consequential, exemplary fees and punitive damages), liability, cost or expense (including attorney’s fees) that Employee has, may have or may be entitled to from or against liabilities of any of the Released Parties, whether legal, equitable or administrativekind whatsoever, whether known or unknown, which arises directly or indirectly out ofthe Employee ever had, now has, or is based on or related in any way to Employee’s employment with, compensation and benefits from, termination of employment from, service for or other affiliation with the Company, including any such matter arising from the negligence, gross negligence or reckless, willful or wanton misconduct of may have against any of the Released Parties (togetherCompany Entities by reason of any act, omission, transaction, practice, plan, policy, procedure, conduct, occurrence, or other matter up to and including the “Released Claims”); provided, however, that date on which the Employee signs this Release does not apply toAgreement. The Company Entities are intended third-party beneficiaries of this Agreement, and the Released Claims do not include: (i) any claims arising solely and specifically under the U.S. Age Discrimination in Employment Act of 1967 after the date this Agreement is executed may be enforced by Employee; (ii) any claim for indemnification (including under the Company’s organizational documents or insurance policies) arising in connection with an action instituted by a third party against the Company or any each of its affiliates or Employee, in his capacity as an officer, director, manager, employee, agent or other representative of the Company or any of its affiliates; (iii) any claims for vested benefits under the Company’s 401(k) plan; (iv) any claims relating to Employee’s eligibility to continue participating in health coverage currently available to Employee them in accordance with COBRA, subject the terms hereof in respect of the rights granted to the terms, conditions and restrictions of that Act; (v) any claim arising from any breach or failure to perform any provision of this Agreement; or (vi) any claim for worker’s compensation benefits or any other claim that cannot be waived by a general releasesuch Company Entities hereunder.

General Release by Employee. In consideration of the foregoing, which Employee hereby expressly acknowledges as good and sufficient consideration for the releases provided below, Employee hereby unconditionally and irrevocably releases, acquits and forever discharges, to the fullest extent permitted by applicable law, the Company and each of its subsidiaries, divisions, affiliatesAffiliates, operating companies, predecessors and successors, as well as all of the current and former employees, officers, directors, owners, shareholders, partners, representatives, agents and affiliates Affiliates of each of them (collectively, the “Released Parties”), from any and every action, cause of action, complaint, claim, demand, administrative charge, legal right, compensation, promise, agreement, contract, obligation, damages (including consequential, exemplary and punitive damages), liability, cost or expense (including attorney’s fees) that Employee has, may have or may be entitled to from or against any of the Released Parties, whether legal, equitable or administrative, whether known or unknown, which arises directly or indirectly out of, or is based on or related in any way to to, Employee’s employment with, compensation and benefits from, termination of employment from, service for or other affiliation with the Company, including any such matter arising from the negligence, gross negligence or reckless, willful or wanton misconduct of any of the Released Parties (together, the “Released Claims”); provided, however, that this Release release does not apply to, and the Released Claims do not include: (i) any claims arising solely and specifically under the U.S. Age Discrimination in Employment Act of 1967 after the date this Agreement is executed by Employee; (ii) any claim for indemnification (including under the Company’s organizational documents or insurance policiespolicies (and subject to the terms and conditions thereof) arising in connection with an action instituted by a third party against the Company or any of its affiliates or Employee, in his capacity as an officer, director, manager, employee, agent or other representative of the Company or any of its affiliates; (iii) any claims for vested benefits under the Company’s 401(k) plan; (iv) any claims relating to Employee’s eligibility to continue participating in health coverage currently available to Employee in accordance with COBRA, subject to the terms, conditions and restrictions of that Act; (v) any claim arising from any breach or failure to perform any provision of this Agreement; or (vi) any claim for worker’s compensation benefits or any other claim that cannot be waived by a general release.,

General Release by Employee. In consideration of the foregoingpayments and benefits provided to Employee under this Agreement, which Employee, for each of Employee, his heirs, executors, representatives, agents, administrators, successors, and assigns (collectively, the “Employee Releasors”), hereby expressly acknowledges as good knowingly and sufficient consideration for the voluntarily irrevocably and unconditionally releases provided below, Employee hereby unconditionally and irrevocably releases, acquits and forever dischargesdischarges VSEA, to the fullest extent permitted by applicable lawits parent corporations, the Company and each of its affiliates, subsidiaries, divisions, affiliatespredecessors (including but not limited to Varian Associates, operating companiesInc.), predecessors insurers, successors and successors, as well as all of assigns and the current and former employees, attorneys, officers, directors, owners, shareholders, partners, representatives, shareholders and agents and affiliates thereof (collectively referred to throughout the remainder of each of them (collectively, the this Agreement as “Released PartiesEmployer”), from any and every actionall claims, cause actions, causes of action, complaintrights, claimjudgments, demandobligations, administrative chargedamages, legal rightdemands, compensationaccountings or liabilities of whatever kind or character (collectively, obligation, damages (including consequential, exemplary and punitive damages“Claims”), liabilityincluding, cost without limitation, any Claims under any federal, state, local or expense (including attorney’s fees) foreign law, that the Employee has, Releasors may have or may be entitled to from or against any of the Released Parties, whether legal, equitable or administrative, whether known or unknown, which arises directly or indirectly out ofhave, or is based on or related in any way to the future may possess, arising out of (i) Employee’s employment with, compensation relationship with and benefits from, termination service as an employee or officer of employment from, service for the Company or other affiliation with the Company, including any such matter arising from the negligence, gross negligence or reckless, willful or wanton misconduct of any of the Released Parties (together, the “Released Claims”); provided, however, that this Release does not apply toits subsidiaries or affiliates, and the Released Claims do not include: termination of such relationship or service, or (ii) any event, condition, circumstance or obligation that occurred, existed or arose on or prior to the date hereof. Nothing in the release set forth in this Section 5(a) shall apply to (i) any claims arising solely and specifically the obligations of the Company under the U.S. Age Discrimination in Employment Act of 1967 after the date this Agreement is executed by EmployeeAgreement; (ii) any claim for against an employee benefit plan seeking payment of a vested benefit under the terms of that plan under the Employee Retirement Income Security Act; (iii) any indemnification (including rights Employee may have under the provisions of Delaware law, the Company’s organizational documents Bylaws, the Company’s Restated Articles of Incorporation or the Indemnification Agreement between Employee and the Company dated April 3, 1999 (the “Indemnification Agreement”), in each case with respect to liabilities arising as a result of Employee’s service as an employee or officer of the Company; (iv) or any claim by Employee for insurance policies) arising coverage under any directors and officers insurance policy maintained by the Company for the benefit of its directors and officers and relating to the period of Employee’s employment with the Company. Employee further agrees that the payments and benefits described in connection with an action instituted by a third party this Agreement will be in full satisfaction of any and all Claims for payments or benefits, whether express or implied, that Employee may have against the Company or any of its subsidiaries or affiliates or Employeearising out of his employment relationship, in his capacity service as an officer, director, manager, employee, agent employee or other representative officer of the Company or any of its affiliates; (iii) any claims for vested benefits under subsidiaries or affiliates and the Company’s 401(k) plan; (iv) any claims relating to Employee’s eligibility to continue participating in health coverage currently available to Employee in accordance with COBRA, subject to the terms, conditions and restrictions of that Act; (v) any claim arising from any breach or failure to perform any provision of this Agreement; or (vi) any claim for worker’s compensation benefits or any other claim that cannot be waived by a general releasetermination thereof.

General Release by Employee. In consideration of the foregoingforegoing (including the payments and benefits under Section 2 (a-d) hereof, which the Company is not required to make or provide under any preexisting agreement, plan or policy), which Employee hereby expressly acknowledges as good and sufficient consideration for the releases provided below, Employee hereby unconditionally and irrevocably releases, acquits and forever discharges, to the fullest extent permitted by applicable law, (i) the Company and each all of its subsidiariespredecessors, divisionssuccessors and assigns, affiliates, operating companies, predecessors and successors, as well as (ii) all of the current Company’s past, present and former employeesfuture affiliates, parent corporations (including MII), subsidiaries, divisions and joint venture entities and all of their respective predecessors, successors and assigns and (iii) all of the past, present and future officers, directors, ownersmanagers, shareholders, partnersinvestors, representativesemployee benefit plan administrators, agents employees, agents, attorneys and affiliates other representatives of each of them the entities described in the immediately preceding clauses (i) and (ii), individually and in their respective representative capacities (the persons or entities referred to in the immediately preceding clauses (i), (ii) and (iii) being, individually, a “Releasee” and, collectively, the “Released PartiesReleasees”), from any and every action, cause of action, complaint, claim, demand, administrative charge, legal right, compensation, obligation, damages (including consequential, exemplary and punitive damages), liability, cost or expense (including attorney’s fees) that Employee has, may have or may be entitled to from or against any of the Released PartiesReleasees, whether legal, equitable or administrative, in any forum or jurisdiction, whether known or unknown, foreseen or unforeseen, matured or unmatured, accrued or not accrued, which arises directly or indirectly out of, or is based on or related in any way to Employee’s employment with, compensation and benefits from, with or termination of employment from, from the Company or Employee’s service for or other affiliation with MII or any of its subsidiaries (including the Company) or joint venture entities, including any such matter arising from the negligence, gross negligence or reckless, willful or wanton misconduct of any of the Released Parties Releasees (together, the “Released Claims”); provided, however, that this Release does not apply to, and the Released Claims do not include: (i) any claims arising solely and specifically under the U.S. Age Discrimination in Employment Act of 1967 after the date this Agreement is executed by Employee; (ii) any claim for indemnification (including under MII’s or the Company’s organizational documents or insurance policies) arising in connection with an action instituted by a third party against MII or the Company or any of its their affiliates or Employee, in his capacity as an officer, director, manager, employee, agent or other representative of MII or the Company or any of its their affiliates; (iii) any claims for vested benefits under the Company’s 401(k) planplan or vested benefits under the EDCP; (iv) any claims relating to Employee’s eligibility to continue participating in health coverage currently available to Employee in accordance with COBRA, subject to the terms, conditions and restrictions of that Act; (v) any claim arising from any breach or failure to perform any provision of this Agreement; or (vi) any claim for worker’s compensation benefits or any other claim that cannot be waived by a general release.