Common use of General Release of Claims Clause in Contracts

General Release of Claims. In consideration of the payments made to him by the Company and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3.

Appears in 9 contracts

Samples: Employment Agreement (Prime Meridian Holding Co), Employment Agreement (Prime Meridian Holding Co), Employment Agreement (Prime Meridian Holding Co)

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General Release of Claims. In consideration of the payments made to him Executive by the Company Bank and the promises contained in this Agreement, Executive on behalf of himself and his Executive’s agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company)companies, assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he Executive may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he Executive may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx release includes, but is not limited to, claims arising under federal, state state, or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual contractual, or arising under common law or case law. Executive specifically acknowledges and agrees that he Executive is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall For the avoidance of doubt, notwithstanding the above, Executive does not in any way be construed as an admission by the Company or any of the release Releasees of wrongdoing or liability or that Executive has from (i) any rights against or claims based on events that occur after Executive executes this Agreement or (ii) any rights or claims arising under this Agreement, including without limitation any rights to benefits accrued or payable to Executive under the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3Company’s benefit plans.

Appears in 7 contracts

Samples: Employment Agreement (FB Financial Corp), Separation Agreement (FB Financial Corp), Employment Agreement (FB Financial Corp)

General Release of Claims. In consideration of the payments made or to be made to him by NCC and/or the Company Bank and the promises contained in this Agreement, Executive Executive, on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES NCC and the CompanyBank, its and their respective successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company)companies, assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND DEMANDS, CAUSES OF ACTION AND OTHER OBLIGATIONS which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, foreseeable or unforeseeable, fixed or contingent, that he has or may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement, and through the Effective Time to the extent permitted by applicable law. This Release and Covenant Not To Xxx release includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the CompanyEmployer’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all claims and rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment ActAct (only with respect to claims arising thereunder which Executive has or may have against any Releasee as of the date of execution of this Agreement), the Older Workers Benefit Protection ActAct (only with respect to claims arising thereunder which Executive has or may have against any Releasee as of the date of execution of this Agreement), Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those (if any) that cannot be released by law. This Agreement shall , provided, however, that Executive is not in releasing (i) any way be construed claims to Executive’s right to receive the payment set forth under Section 1(b) hereof, (ii) any of Executive’s rights as an admission by the Company a shareholder of NCC or any of its affiliates and any applicable right to receive payment under the Releasees Merger Agreement as a shareholder of wrongdoing NCC, (iii) Executive’s rights to the vested benefits he or liability she may have under any NCC Benefit Plan (as defined in the Merger Agreement), or that Executive has (iv) any rights against for indemnification or contribution under the Company certificate of incorporation, by-laws or equivalent governing documents of NCC or its any of affiliates, the law of the State of Delaware, any indemnification agreement between Executive and NCC or any of the Releasees. Executive represents its affiliates or any rights to insurance coverage under any directors’ and agrees that he has not transferred officers’ liability insurance or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3fiduciary insurance policy.

Appears in 6 contracts

Samples: Agreement to Terminate Employment Agreement (National Commerce Corp), Agreement to Terminate Employment Agreement (National Commerce Corp), Agreement to Terminate Employment Agreement (National Commerce Corp)

General Release of Claims. In consideration You agree to release and forever discharge the Company, the Company’s affiliates, subsidiaries, parents, predecessors, successors and assigns, and the officers, directors, shareholders, agents, employees, counsel and insurers of each of them (together, the “Released Parties”) from any and all claims you may have or have had against any of the payments made Released Parties arising prior to him by or on the Company and the promises contained in dates you execute this Agreement, Executive on behalf including without limitation any and all claims arising out of himself your employment with the Company and/or the termination of that employment. You understand and his agents agree that this release is intended to waive all claims of every kind and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreementnature, whether known or unknown, fixed actual or contingent, that he may have asserted or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includesunasserted, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law, statutory law or case lawotherwise. Executive specifically acknowledges and agrees that he is releasing This release includes any and all rights under federalcauses of actions or claims you have had, state and local employment laws including now have, or may have up to the dates you execute this Agreement including, without limitation limitation, any claims arising pursuant to the Age Discrimination in Employment Act, the Older Workers Benefit Protection ActAct (“ADEA”), Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, and the Genetic Information Nondiscrimination Americans with Disabilities Act, and common, federal, state, and local laws, regulations, rules, and ordinances. You also waive any claim to reinstatement or re-employment with the anti-retaliation provisions Company following your Separation Date. You expressly acknowledge and represent that you have received all wages, benefits, compensation, reimbursements, vacation and paid time off, or any other remuneration to which you were entitled as an employee of the Company and are not currently aware of any facts or circumstances constituting a claim or cause of action you could bring for violation of the Fair Labor Standards ActAct (“FLSA”) or any other federal, the Employee Retirement Income Security Actstate or local constitution, the Equal Pay Actstatute, the Occupational Safety and Health Actrule, the Worker Adjustment and Retraining Notification Actregulation, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other local, state, and federal law claims arising under statute or common lawlaw that applies to your employment relationship. It is agreed You expressly acknowledge and represent that this is a general release no one has interfered with your ability to report possible violations of any law and it is Released Parties’ policy to encourage such reporting. You further acknowledge and represent that you have not suffered any on-the-job injury for which you have not already filed a claim, and the end of your employment is not related to any such injury. No claim of any sort is exempt from the above release, except claims that the law does not allow you to waive by signing this Agreement, such as claims for workers’ compensation benefits (but it does apply to, waive and affect claims of discrimination and/or retaliation on the basis of having made a workers’ compensation claim), claims for unemployment benefits, or your rights to any vested benefits to which you are entitled under the terms of the applicable employee benefit plan. For the purpose of implementing a full and complete release, you expressly acknowledge that the release given in this Agreement is intended to include, without limitation, claims that you did not know or suspect to exist in your favor at the time of the date of your execution of this Agreement, regardless of whether the knowledge of such claims, or the facts upon with which they might be broadly construed as a based, would have materially affected the settlement of this matter; and that the consideration provided under this Agreement was also for the release of all those claims and contemplates the extinguishment of any such unknown claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3.

Appears in 5 contracts

Samples: Employment Agreement (Clover Health Investments, Corp. /De), Employment Agreement (Clover Health Investments, Corp. /De), Employment Agreement (Clover Health Investments, Corp. /De)

General Release of Claims. In consideration of exchange for the payments made to him by benefits described above, Executive forever releases and discharges the Company from any claims, rights, or causes of actions of any kind or nature, both known or unknown, up through and including the promises contained in date Executive signs this Agreement, Agreement (“General Release”). Executive provides this General Release not only on behalf of himself himself, but also his heirs, executors, successors and his agents assigns. Executive further agrees that this release and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES discharge of the Company, Company includes not only GSE Systems but also any of its successorscurrent and former parents, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assignsaffiliates, joint ventures, their predecessor and affiliated companies successor companies, and their respective agentswith respect to each such entity, legal representativesall of its past, shareholderspresent and future officers, attorneysdirectors, employees, members, managers, officers and directors agents and/or employees (collectively, all collectively referred to as the “ReleaseesReleased Parties) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement). This General Release and Covenant Not To Xxx includes, but is not limited toto the maximum extent permitted by law, claims claims, rights, and causes of action arising (a) under all federal, state or local laws prohibiting law relating to employment and employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees , termination rights, compensation or to take any other employment actionbenefits, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation such as the Age Discrimination in Employment ActAct (“ADEA”), the Older Workers Benefit Worker Benefits Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act (“FMLA”), the Americans with Disabilities Act, the Genetic Information Nondiscrimination Civil Rights Act of 1866, or the National Labor Relations Act; and/or (b) upon any other basis for legal, equitable or administrative relief, whether based on express or implied contract, tort, statute, regulation or other legal or equitable ground, and whether employment-related or not, including but not limited to breach of employment contract, fraud, negligence (including negligent hiring and retention), tort, implied contracts or implied covenants of good faith and fair dealing, and any and all other federal, state and local statutes, cases, authorities or laws providing a cause of action. This General Release also includes a release of all claims, rights or causes of action arising under or pursuant to the Employment Agreement, any amendment to the Employment Agreement or any other promises of compensation of any kind, whether written or oral, from the Company to Executive. The Parties expressly acknowledge and agree that the general release and waiver set forth in this paragraph shall exclude: (w) the rights and obligations contained in or provided for under this Agreement; (x) any right or entitlement that Executive is not allowed by applicable law to waive or release; (y) any right Executive has to file, cooperate in or participate in a charge, complaint or proceeding with the Equal Employment Opportunity Commission, the anti-retaliation provisions of the Fair National Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay ActRelations Board, the Occupational Safety and Health ActAdministration, the Worker Adjustment Securities and Retraining Notification ActExchange Commission, or any other federal state or local governmental agency or commission (“Government Agencies); and (z) any claim that may arise only after the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other local, state, and federal law claims arising under statute or common lawexecution of this Agreement. It is agreed Executive further understands that this is a general release and it is Agreement does not limit his ability to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not communicate with any Government Agencies or otherwise participate in any way investigation or proceeding that may be construed as an admission conducted by any Government Agency, including providing documents or other information, without notice to the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the ReleaseesCompany. Executive represents acknowledges and agrees that he has not transferred should Executive or assignedany administrative agency or third party pursue any claims on Executive’s behalf, Executive waives his right to any person or entity, any claim individual monetary recovery; except that he is releasing in this Paragraph 3provision does not limit Executive’s ability to recover monies pursuant to the Security and Exchange Commission’s whistleblower incentive award program.

Appears in 2 contracts

Samples: Separation Agreement (Gse Systems Inc), Separation Agreement (Gse Systems Inc)

General Release of Claims. In consideration of the payments made to him Employee by the Company and the promises contained in this Agreement, Executive Employee on behalf of himself and his his/her agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company)companies, assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This General Release and Covenant Not To Xxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive Employee specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not as set forth in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 34(e) below.

Appears in 2 contracts

Samples: Separation Agreement (CommScope Holding Company, Inc.), Separation Agreement (CommScope Holding Company, Inc.)

General Release of Claims. In consideration of the payments made to him by the Company and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company)companies, assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx Sxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, the New Jersey Law Against Discrimination, the New Jersey Conscientious Employee Protection Act, the New Jersey Family Leave Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3.

Appears in 2 contracts

Samples: Separation Agreement (Advaxis, Inc.), Separation Agreement (Advaxis, Inc.)

General Release of Claims. In consideration Executive hereby releases and forever discharges CVS Caremark Corporation and each of the payments made to him by the Company its divisions, affiliates, subsidiaries and operating companies, and the promises contained in this Agreementrespective officers, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneysdirectors, employees, members, managers, officers agents and directors affiliates of each of them (collectively, the “ReleaseesReleased Parties”) from ALL CLAIMSany and all causes of action, LIABILITIESlawsuits, DEMANDS AND CAUSES OF ACTION which he may by law releaseproceedings, as well as all contractual obligations not expressly set forth in this Agreementcomplaints, charges, debts, contracts, judgments, damages, and claims against the Released Parties, whether known or unknown, fixed which Executive ever had, now has or contingentwhich Executive or Executive’s heirs, that he executors, administrators, successors or assigns may have or claim prior to have against any Releasee for any reason as of the date this Release is signed by Executive, due to any matter whatsoever relating to Executive’s employment, compensation, benefits, and/or termination of execution of this AgreementExecutive’s employment with CVS (collectively, the “Released Claims). This Release and Covenant Not To Xxx includesThe Released Claims include, but is are not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out any claim that any of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation Released Parties violated the Age Discrimination in Employment Act, the Older Workers Benefit Protection National Labor Relations Act, Title VII of the Civil Rights Act of 1964, Sections 1981 through 1988 of Title 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards ActUnited States Code, the Employee Retirement Income Security Act, the Equal Pay Immigration Reform and Control Act, the Americans with Disabilities Act, the Age Discrimination in Employment Act, the Family Medical Leave Act, and/or the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and ; any and all other local, state, and federal law claims arising under statute or common law. It is agreed claim that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by the Company or any of the Releasees Released Parties violated any other federal, state or local statute, law, regulation or ordinance; any claim of wrongdoing unlawful discrimination of any kind; any public policy, contract, tort, or liability common law claim; and any claim for costs, fees, or other expenses including attorney’s fees incurred in these matters. Notwithstanding the foregoing, this Release does not include any rights that Executive has cannot lawfully waive, and will not release any rights against Executive has (a) to defense and indemnification from CVS or its insurers, (b) to any claim for any tort for personal injury not arising out of or related to his termination of employment; (c) to claims, actions, or rights arising under or to enforce the Company terms of the Employment Agreement or the Early Retirement Agreement; and/or (d) under any of the Releasees. Company’s incentive compensation and employee benefit plans and programs to which Executive represents is entitled pursuant to the Employment Agreement and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3the Early Retirement Agreement.

Appears in 1 contract

Samples: Early Retirement Agreement (CVS Caremark Corp)

General Release of Claims. In consideration of the payments made severance and benefits referred to him by the Company herein, Employee hereby forever releases and the promises contained in this Agreementdischarges ADC and GenTek, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agentsaffiliates, legal representativesand their respective past and present officers, directors, shareholders, attorneys, employeespartners, members, managers, officers attorneys, representatives, agents and directors employees, and each of their respective predecessors, successors and assigns (collectively, the “ReleaseesReleased Parties) ), from ALL CLAIMSany and all claims, LIABILITIEScharges, DEMANDS AND CAUSES OF ACTION which he may by law releasecomplaints, as well as all contractual obligations not expressly set forth in this Agreementliens, whether known or unknowndemands, fixed or contingentcauses of action, obligations, damages and liabilities, KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, that he Employee had, now has, or may have or hereafter claim to have against any Releasee for any reason as the Released Parties from the beginning of time to the date of execution of Employee signs this Agreement. This Release release specifically extends to, without limitation, claims or causes of action for sexual harassment, wrongful termination, impairment of ability to compete in the open labor market, breach of an express or implied contract, breach of the covenant of good faith and Covenant Not To Xxx includesfair dealing, breach of fiduciary duty, fraud, misrepresentation, defamation, slander, infliction of emotional distress, discrimination, harassment, disability, loss of future earnings, and claims under the United States Constitution, and applicable state and federal fair employment laws, federal equal employment opportunity laws, and federal and state labor statutes and regulations, including, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981as amended, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, as amended, the National Labor Relations Act, as amended, the Labor-Management Relations Act, as amended, the Worker Retraining and Notification Act of 1988, as amended, the Americans With Disabilities Act of 1990, as amended, the Rehabilitation Act of 1973, as amended, the Employee Retirement Income Security ActAct of 1974, as amended and the Age Discrimination in Employment Act of 1967, as amended. Notwithstanding the foregoing, the Equal Pay Actparties expressly agree that Employee does not release any claim relating to the enforcement of this Agreement or the breach hereof. Employee understands and agrees, the Occupational Safety and Health Actexcept as provided herein, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this Agreement is a general release and it is intended to be broadly construed as a release of include all claims, except those that canif any, which Employee may have and which Employee does not be released by law. This Agreement shall not now know or suspect to exist in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights Employee’s favor against the Company or any of the Releasees. Executive represents Released Parties, and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3Agreement extinguishes those claims.

Appears in 1 contract

Samples: Severance Agreement (Adc Telecommunications Inc)

General Release of Claims. In consideration of the payments made Except as stated in Paragraph 6, you, for yourself and for your heirs, executors, administrators, trustees, legal representatives and assigns (hereinafter referred to him by collectively as “Releasors”), hereby release and forever discharge the Company Entities from all claims and causes of action, which Releasors ever had, now have, or may have against the promises contained Company Entities, whether you currently have knowledge of such claims and causes of action, arising, or which may have arisen, out of or in this Agreement, Executive on behalf connection with your employment or termination of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES employment with the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includes, but is not limited toto claims, claims demands or actions arising under federal, any federal or state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation such as the Age Discrimination in Employment ActAct (“ADEA”), the Older Workers Benefit Protection ActAct (“OWBPA”), Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 19811964 (“Title VII”), the Americans With with Disabilities ActAct (“ADA”), the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards ActAct (“FMLA”), the Employee Retirement Income Security ActAct of 1978 (“ERISA”), the Equal Pay ActWorker Adjustment Retraining and Notification Act (“WARN”), the Fair Labor Standards Act (“FLSA”), the National Labor Relations Act (“NLRA”), the Occupational Safety and Health Act (“OSHA”) and the Rehabilitation Act, all as amended. This Release includes any state human rights or fair employment practices act, or any other federal, state or local statute, ordinance, regulation or order regarding conditions of employment, compensation for employment, termination of employment, or discrimination or harassment in employment on the Worker Adjustment and Retraining Notification Actbasis of age, the Employee Polygraph Protection Actgender, the Fair Credit Reporting Actrace, religion, disability, national origin, sexual orientation, or any other protected characteristic, and the common law of any and all other local, state, and federal law claims arising under statute or common law. It is agreed You further understand that this is a general release and it is Release extends to be broadly construed all claims that Releasors may have as a release of all claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights this date against the Company Entities based upon statutory or common law claims for breach of contract, breach of employee handbooks or other policies, breach of promises, fraud, wrongful discharge, defamation, emotional distress, whistleblower claims, negligence, assault, battery, or any other theory, whether legal or equitable. You agree that this Release includes all damages available under any theory of the Releasees. Executive represents and agrees that he has not transferred or assignedrecovery, to any person or entityincluding, without limitation, any claim that he is releasing compensatory damages (including all forms of back-pay or front-pay), attorneys’ fees, liquidated damages, punitive damages, treble damages, emotional distress damages, pain and suffering damages, consequential damages, incidental damages, statutory fines or penalties, and/or costs or disbursements. Except as stated in this Paragraph 36, Releasors are completely and fully waiving any rights under the above stated statutes, regulations, laws, or legal or equitable theories.

Appears in 1 contract

Samples: Waiver and General Release Agreement (Vista Outdoor Inc.)

General Release of Claims. In consideration of for the payments made Separation Benefits described herein, benefits to him by which Employee would otherwise not be entitled, Employee (for Employee, Employee's heirs and personal representatives) hereby releases, waives and discharges the Company and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint venturesany Company Affiliate, and affiliated companies and their respective agents, legal representativesall subsidiaries, shareholders, attorneysdirectors, officers, agents, employees, membersattorneys, managersrepresentatives, officers and directors insurers of the Company or any Company Affiliate (collectively, the “ReleaseesReleased Parties) ), from ALL CLAIMSany and all claims and/or causes of action, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed which Employee may have (or contingentcould claim to have) against any of the Released Parties arising at any time up to and including the date that Employee signs this Agreement, including without limitation any waivable claims arising or in any way resulting from or relating to Employee's employment with the Company or the termination thereof. It is understood, however, that he may have this Release of Claims will not serve to waive any claims relating to the enforcement or claim validity of this Agreement itself, or any claims that cannot legally be subject to have against any Releasee a release of this kind, such as claims for any reason as unemployment or workers' compensation benefits. Without limitation of the date of execution of this Agreement. This Release and Covenant Not To Xxx includesforegoing, but is not limited to, Employee specifically waives any waivable claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981the Civil Rights Act of 1991, the Americans With with Disabilities Act, the Age Discrimination in Employment Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the New York State Human Rights Law, the New York State Labor Law, the New York Minimum Wage Act, the New York State Civil Rights Law, the New York City Human Rights Law, New York City Earned Sick Leave Law, all as amended, and any other federal, state, or local law or ordinance relating in any way to unlawful discharge, discrimination, wage payment, or fair employment practices, and any claim under any common law theory, including without limitation breach of contract (express or implied), intentional infliction of emotional distress, wrongful discharge or other tort. Employee warrants and represents that Employee has not, prior to signing this Agreement, filed any claim, charge, or complaint with any court or government agency in any way relating to Employee's employment with the Company, nor has Employee filed any claim, charge, or complaint whatsoever against any of the Released Parties identified above. Employee further waives any right to become, and promises not to become, a member of any class in any proceeding or case in which a claim or claims against any Released Party arise, in whole or in part, from any event which occurred prior to the date of this Agreement, except any class proceeding from which Employee cannot, by operation of law or order of court, opt out. Nothing in this Agreement is intended to limit Employee’s right or ability to (i) seek a judicial determination of the validity of the Agreement's waiver of claims under the Age Discrimination in Employment Act, (ii) file a charge or claim of discrimination with the United States Equal Employment Opportunity Commission or comparable state or local agencies, (iii) cooperate in any investigation conducted by any federal, state, or local agency; or (iv) report violations of any law administered by the Securities and Exchange Commission or Occupational Safety and Health ActAdministration or receive any award from such agencies for reporting a violation of federal law. Employee understands, however, that the Worker Adjustment and Retraining Notification ActGeneral Release set forth above will completely bar any recovery or relief obtained on Employee’s behalf, whether monetary or otherwise, by any person or entity with respect to any of the claims that Employee Polygraph Protection Act, the Fair Credit Reporting Act, and has released against any and all other localof the Released Parties, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is including but not limited to be broadly construed any recovery as a release member of all claims, except those that cannot be released by law. This Agreement shall not a class in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3class action proceeding.

Appears in 1 contract

Samples: Separation Agreement (Knoll Inc)

General Release of Claims. In consideration Subject to the exclusion herein, PSE and Xx. Xxxxxxxx expressly waive any claims against one another and release one another (including PSE subsidiaries and affiliates and each of the payments made to him by the Company and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agentsofficers, legal representativesdirectors, shareholdersstockholders, attorneysmanagers, employees, members, managers, officers agents and directors (collectively, the “Releasees”representatives) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, any claims that he either of them may have or claim to have against in any Releasee for any reason as of way connected with Xx. Xxxxxxxx'x employment with PSE and the date of execution of termination thereof. It is understood that this Agreement. This Release and Covenant Not To Xxx release includes, but is not limited to, any claims for wages, bonuses, employment benefits, or damages of any kind whatsoever, including without limitation any claims arising under out of any contracts, expressed or implied, any covenant of good faith and fair dealing, expressed or implied, any theory of wrongful constructive discharge, or any federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees other governmental statute or to take any other employment actionordinance, whether statutoryincluding, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Actlimitation, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981the federal Age Discrimination in Employment Act, the Americans With with Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination ActWashington Law Against Discrimination, or any other legal limitation on the anti-retaliation provisions employment relationship. Excluded from this release are claims Xx. Xxxxxxxx may have related to his SERP or LTIP under the official plan documents adopted by the Board of Directors or Board Compensation Committee for those plans as such documents exist on the Fair Labor Standards Actdate of this Agreement, his 1999 bonus as determined in accordance with the PSE Annual Incentive Plan, or other claims that an employee may have with regard to vested benefits under Employee Retirement Income Security Act, claims under the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and Washington Industrial Insurance Act or any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that canclaim which may not be released by in accordance with law. This Agreement shall The parties represent and warrant that they have not in filed any way be construed as an admission by the Company complaints, charges or lawsuits against one another with any governmental agency or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents court, and agrees that he has they will not transferred initiate, assist or assigned, to encourage any person or entity, any claim that he is releasing such actions. Nothing in this Paragraph 3waiver and release shall preclude either party from enforcing his/its rights hereunder.

Appears in 1 contract

Samples: Separation Agreement (Puget Sound Energy Inc)

General Release of Claims. In consideration of the payments made to him by Employee knowingly and voluntarily releases and forever discharges, indemnifies and holds harmless the Company and the promises contained in this Agreementany present or former parent corporation, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successorsaffiliates, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assignsdivisions, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholdersinsurers, attorneys, benefit plans, plan administrators, successors and assigns and the current and former employees, membersofficers, managersdirectors, officers representatives and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law releaseagents thereof, as well as all contractual obligations not expressly set forth in otherwise affiliated or related entities or persons (collectively referred to throughout this AgreementRelease as “Employer”), whether of and from any and all claims, known or and unknown, fixed Employee has or contingent, that he may have or claim to have against any Releasee for any reason Employer as of the date of execution of this AgreementRelease. This Release No claim or right of any kind shall survive execution of this Release, which bars, settles and Covenant Not To Xxx includeswaives any and all claims, including, but is not limited to, claims arising under federal, state or local laws prohibiting employment discriminationany alleged violation of: the National Labor Relations Act; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991; Sections 1981 through 1988 of Title 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, United States Code; the Employee Retirement Income Security Act of 1974; the Immigration Reform and Control Act, ; the Equal Pay Americans with Disabilities Act of 1990; the Age Discrimination in Employment Act of 1967; the Workers Adjustment and Retraining Notification Act, ; the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, ; the Fair Credit Reporting Act; the New York State Executive Law (including its Human Rights Law); the New York State Labor Law; the New York wage and hour laws; the New York City Administrative Code (including its Human Rights Law); the retaliation provisions of the New York State Worker’s Compensation and Disability Benefits Laws; any other federal, and state or local law, regulation or ordinance of any and all other localkind; any amendments to the foregoing laws; any public policy, statecontract, and federal law claims arising under statute third-party beneficiary, tort or common lawlaw claim; and unless otherwise expressly agreed to in this Release, any benefit, payroll or other plan, policy or program or any claim for costs, fees, or other expenses including attorneys’ fees. It is agreed that Notwithstanding anything in this is Release to the contrary, nothing contained in this Release shall be a general release waiver of any rights (and it is to be broadly construed as a release of all claims, except those that canEmployee’s released claims shall not be released by law. This Agreement shall not in deemed to include any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or rights) (a) to indemnification that Executive Employee has any rights against the Company by virtue of his service as an officer thereof, whether by agreement, common law, statute or any pursuant to the Company’s Certificate of Incorporation, as amended to date, and (b) under the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3Continuity Agreement.

Appears in 1 contract

Samples: Retention Arrangement (Weight Watchers International Inc)

General Release of Claims. In consideration of the payments made to him Consultant by the Company and the promises contained in this Agreement, Executive Consultant on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its PAC, and each of their successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company)companies, assigns, joint ventures, and affiliated companies companies, and their each such entity’s respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This General Release and Covenant Not To Xxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive Consultant specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Consultant Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Consultant Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not as set forth in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 33(d) below.

Appears in 1 contract

Samples: Consulting Agreement (Preferred Apartment Communities Inc)

General Release of Claims. (a) In exchange for the consideration of the payments made to him by the Company and the promises contained in this Agreementset forth above, Executive Executive, on behalf of himself Executive, Executive’s heirs, executors, administrators and his agents assigns, does hereby release, acquit and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the forever discharge Company, its successorsparent, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, affiliates and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law releaserelated entities, as well as all contractual obligations not expressly set forth in this Agreementof their respective officers, directors, stockholders, members, partners, agents, employees and representatives (hereafter collectively “DCL Parties”), from all obligations, claims, demands, covenants, contracts, promises, agreements, liabilities, controversies, costs, expenses, attorneys' fees, actions or causes of action whatsoever, whether known or unknown, fixed Executive ever had or contingent, that he may have now has or claim claims to have against any Releasee for any reason as the DCL Parties from the beginning of the world to the day and date of execution of Executive executes this Agreement. This Release , including specifically but not exclusively, and Covenant Not To Xxx includeswithout limiting the generality of the foregoing, but is not limited toany and all claims, demands and causes of action, known or unknown, arising out of any transaction, act or omission concerning Executive’s employment by any DCL Party, and all claims arising of every kind that may arise under any federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees statutory or to take any other employment actioncommon law, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, applicable state and local federal fair employment laws laws, federal equal employment opportunity laws, and federal and state labor statutes and regulations, including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Actbut not limited to, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981as amended, the Americans With with Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Actas amended, the Equal Pay Act, the Occupational Safety and Health Actas amended, the Worker Adjustment and Retraining Notification Act, as amended, the Employee Polygraph Protection Retirement Income Security Act of 1974, as amended, the Labor-Management Relations Act, the Fair Credit Reporting Act, and as well as any and all other localsimilar state or local statute(s); or any action arising in tort or contract; provided, statehowever, and federal law that nothing contained herein shall release Company from the (1) obligations set forth in this Amendment or the Employment Agreement (including, but not limited, to, the obligation to make the Severance Payment), (2) claims arising for vested benefits under statute any tax qualified benefit plan, (3) any claims for unemployment or common law. It is agreed worker’s benefit insurance, (4) any claim that arises after the date Executive signs this is a general release and it is to be broadly construed as a release of all claimsAmendment, except those or (5) any claim that cannot by law be released released. (b) Executive further acknowledges that the consideration provided by lawthis Amendment is in addition to that to which Executive otherwise would have been entitled to receive in the absence of this Amendment, and that Executive executes this release of claims voluntarily and with full knowledge of all relevant information. This Agreement shall Executive hereby acknowledges that Executive is familiar with the fact that certain state statutes provide that general releases do not extend to claims that an individual does not know or suspect to exist in any way be construed as an admission the individual’s favor at the time the individual executes such a release, which if known by the Company or any individual may have materially affected execution of the Releasees release. Being aware of wrongdoing such statutes, Executive hereby expressly waives and relinquishes any rights or liability benefits Executive may have under such statutes, as well as any other state or federal statutes or common law principles of similar effect. (c) Executive represents that Executive has any rights against the Company or any executed this Amendment voluntarily and with full knowledge of the Releaseesall relevant information, and that Executive has been advised to consult with an attorney prior to entering into this Amendment. The parties agree that Executive represents and agrees that he has not transferred or assigneduntil September 30, 2016, to any person or entityexecute this Amendment, any claim and may not execute this Amendment prior to that he is releasing in this Paragraph 3date.

Appears in 1 contract

Samples: Employment Agreement (Discovery Communications, Inc.)

General Release of Claims. In consideration of the payments made to him or to be made to him by the Company and the promises contained in this Agreement, Executive Employee on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company)companies, assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive Employee specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, the Tennessee Human Rights Act, the Tennessee Disability Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those provided that the following claims are NOT released and are expressly reserved (1) the obligations of Company under this Agreement; (2) claims that cannot be released by law. This Agreement shall not in ; (3) any way be construed as an admission and all claims which Employee has by the Company or any reason of being a shareholder of the Releasees Holding Company, regardless of wrongdoing whether those shares are fully or liability or that Executive only partially vested in him; (4) any and all claims which Employee has any rights against by reason of being the Company or any holder of options to purchase share of the Releasees. Executive represents Holding Company, regardless of whether those options are fully or only partially vested in him; and agrees that he has not transferred (5) claims arising from or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3based upon Employee’s 401K plan.

Appears in 1 contract

Samples: Executive Transition Agreement (Franklin Financial Network Inc.)

General Release of Claims. In consideration of the payments made to him by the Company Employee hereby releases and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES forever waives any claims against the Company, Parent and their parents, subsidiaries and affiliated companies, including its successorsand their officers, managers directors, shareholders, affiliates, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneysmanagers, employees, membersagents, managersemployee benefits plans, officers insurers and directors representatives (collectively, the “ReleaseesReleased Parties”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he any claims that Employee may by law release, as well as all contractual obligations not expressly set forth have that are in this Agreementany way connected with Employee’s employment with the Company and the termination thereof, whether or not such claims are presently known or unknown, fixed or contingent, unknown to Employee. Employee agrees that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx general release includes, but is not limited to, any claims arising under for wages, bonuses, commissions, employment benefits, shares, share options or other equity incentive awards, attorneys’ fees, damages or remedies of any kind whatsoever, that arise out of any contracts, express or implied; any covenant of good faith and fair dealing, express or implied; any duty of reasonable accommodation; any theory of wrongful or unlawful discharge; any legal restriction on the Company’s or Parent’s right to terminate employees or reduce its workforce; or any federal, state or local laws prohibiting other governmental statute, ordinance or regulation pertaining to the employment discrimination; relationship. Therefore, this general release includes, but is not limited to, all claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With with Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination California Fair Employment and Housing Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting ActNew York Human Rights Law, and any and all other localfederal, statestate or local laws concerning employment, and federal law claims arising under statute civil rights, discrimination or common lawharassment. It is agreed that this is a This general release and it also includes, but is to be broadly construed as a release not limited to, any claims for defamation, infliction of all claimsemotional distress, except those that caninvasion of privacy or other common-law torts, or any other claims for violation of any other legal limitation on the employment relationship. Notwithstanding the foregoing, this Release shall not be released by lawconstrued in any way to waive any rights or benefits that may not be waived pursuant to applicable law including, without limitation, any right to indemnification pursuant to California Labor Code Section 2800 or Section 2802. This Agreement shall does not waive or release claims where the events in dispute first arise after the Effective Date of this Agreement, nor, except as provided by Paragraph 12, does it preclude either Employee or the Company from filing a lawsuit for the exclusive purpose of enforcing their respective rights under this Agreement. Employee represents and warrants that Employee is the sole owner of the actual or alleged claims, rights, causes of action, and other matters which are released herein, that the same have not been assigned, transferred, or disposed of in fact, by operation of law, or in any way be construed as an admission by manner, and that Employee has the Company or any of full right and power to grant, execute and deliver the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents releases, undertakings, and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3agreements contained herein.

Appears in 1 contract

Samples: Executive Service Agreement (RhythmOne PLC)

General Release of Claims. In consideration of the payments made to him by the Company and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its predecessors, successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company)companies, assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3.

Appears in 1 contract

Samples: Employment Agreement (FB Financial Corp)

General Release of Claims. In consideration of the payments made to him by the (a) The Company and Employee expressly covenant and agree that in consideration for the promises contained in this Agreementpayment of Separation Pay and other consideration set forth herein, Executive on behalf of himself Employee does hereby voluntarily and his agents fully release, acquit, and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES forever discharge the Company, its successors, subsidiaries, parent companies (includingaffiliates, without limitationpredecessors, Prime Meridian Holding Company), assigns, joint ventures, successors and affiliated companies assigns and their respective agentsofficers, legal representatives, shareholders, attorneysdirectors, employees, membersagents, managers, officers attorneys and directors other representatives (collectively, hereinafter collectively referred to as the “Releasees”) from ALL CLAIMSany and all actions, LIABILITIESclaims, DEMANDS AND CAUSES OF ACTION which he may by damages, liabilities, promises, costs (including reasonable attorneys’ fees), rights or demands, of whatsoever kind or nature, in law releaseor in equity, as well as all contractual obligations not expressly set forth in this AgreementEmployee now has, whether known or unknown, fixed or contingent, that he may have had in the past or claim will have at any time hereafter, by reason of any acts, causes, matters or things arising prior to this date and arising out of or in connection with Employee’s employment and/or separation from employment with the Company, including any and all wages, benefits or other employment related matters. Employee understands that this is a general and complete release of claims Employee could have against any Releasee for any reason the Company as an employee or former employee of the date of execution of this Agreement. This Release Company and Covenant Not To Xxx includes, includes but is not limited to, to any claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Family Medical Leave Act, ; Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 1991; Sections 1981 through 1988 of Title 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards ActUnited States Code, as amended; the Employee Retirement Income Security ActAct of 1974, as amended; the Equal Pay ActAmericans with Disabilities Act of 1990, the Occupational Safety and Health Actas amended; any other federal, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and state or local civil rights law or any and all other local, statestate or federal law, and federal law claims arising under statute regulation or ordinance; any public policy, contract, tort or common lawlaw theory; or any statutory or common law principle allowing for the recovery of fees or other expenses, including attorneys’ fees, relating to any claim or claims Employee is releasing in this Agreement. It is agreed that Notwithstanding the foregoing in this is a general Section 7(a), nothing in this Section 7(a) shall be deemed to release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or from any of the Releasees’ obligations under this Agreement. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing Nothing in this Paragraph 3Agreement precludes the filing of a charge with any appropriate federal, state or local government agency and/or responding to a request for information from any such agency. In no event, however, will Employee seek or accept any monetary relief in connection with any complaint or charge brought against the Company, without regard as to who brought that complaint or charge, and Employee agrees not to file against Releasees any action or proceeding in federal, state or other court under any statute, law, ordinance or regulation relating to or arising out of Employee’s employment with and/or separation of employment from the Company. Employee further agrees to waive and not to seek or accept from Releasees any further benefit or consideration, including reinstatement, back pay, attorneys’ fees, or any additional monies with respect to employment or separation of employment from the Company. (b) The Company does voluntarily and fully release, acquit, and forever discharge Employee, his successors, assigns, heirs, executor, attorneys and other representatives from any and all actions, claims, damages, liabilities, promises, costs (including reasonable attorneys’ fees), rights or demands, of whatsoever kind or nature, in law or in equity, the Company now has, may have had in the past or will have at any time hereafter, by reason of any acts, causes, matters or things arising prior to this date and arising out of or in connection with Employee’s employment and/or separation from employment with the Company, except those arising out of fraud perpetrated by, or the intentional or willful misconduct of, Employee.

Appears in 1 contract

Samples: Separation Agreement (United Community Financial Corp)

General Release of Claims. In consideration This Supplemental Release of Claims (the “Supplemental Release”) releases all claims against Builders FirstSource, Inc. (the “Company”) that may have arisen between the date Executive signed the Consulting Agreement on ____________, 2021 (the “Agreement”), and the Termination Date (as defined in the Agreement). By signing this Supplemental Release, and in return for the Consideration set forth in Section 2 of the payments made to him by the Company and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (includingand its affiliates and each of their respective partners, without limitationequity holders, Prime Meridian Holding Companyprincipals and employees), shareholders, assigns, joint ventures, and affiliated companies and all of their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers officers, directors and directors affiliates (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which that he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of Executive’s execution of this Agreement. This Release and Covenant Not To Xxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case lawSupplemental Release. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not as set forth in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3Section 2 below.

Appears in 1 contract

Samples: Consulting Agreement (Builders FirstSource, Inc.)

General Release of Claims. In consideration of exchange for the payments made to him by the Company and the promises contained in this Agreementconsideration set forth herein, Executive on behalf of himself Employee knowingly and his agents voluntarily compromises, waives and successors in interestreleases, hereby UNCONDITIONALLY RELEASES AND DISCHARGES relieves, and discharges all rights and claims, known and unknown, which Employee may have against the Company, its parent, successors, affiliates, subsidiaries, parent companies (includingand/or assigns, without limitationor any of their current and former officers, Prime Meridian Holding Company)directors, managers, attorneys, agents, affiliates, administrators, insurers, partners, shareholders, employees and representatives, and each of them and their successors, assigns, joint venturesand heirs, and affiliated companies and their respective agentsincluding but not limited to the Company (jointly, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the ReleaseesCompany Releases”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in the beginning of time to the Effective Date of this Agreement, whether known of all claims debts, liabilities, demands, obligations, promises, acts, agreements, contracts, losses, suits, indemnities, duties, costs and expense (including but not limited to attorneys’ fees, damages, actions and causes of action of whatsoever kind or unknownnature), fixed and all rights or contingent, that he may have or claim to have against any Releasee for any reason as of claims regarding Employee’s employment with the date of execution of this AgreementCompany. This Release and Covenant Not To Xxx includes, shall include but is not be limited to, to a release of any rights or claims arising under federal, any state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees federal statute or to take any other employment action, whether statutory, contractual or arising under common law regulating or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local affecting employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981as amended, the Americans With Disabilities ActCivil Rights Act of 1991 [which prohibits discrimination in employment based on race, color, national origin, religion or sex or sexual harassment]; the Family Age Discrimination in Employment Act (ADEA); Executive Order 11246 [which prohibits age discrimination]; Sections 503 and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions 504 of the Fair Labor Standards Act, Rehabilitation Act of 1973 [which prohibits disability discrimination]; the Employee Retirement Income Security Act, Act of 1974 (ERISA) [which prohibits wrongful denial of employee benefits]; the Equal Pay Act [which prohibits paying men and women unequal pay for equal work]; The Americans with Disabilities Act (ADA) [which prohibits discrimination based on disability]; the National Labor Relations Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and or any and all other localstate or local statutes, stateordinances, and federal law or regulations, as well as all claims arising under statute federal, state or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claimslocal laws involving any tort, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by the Company employment contract (express or implied), public policy, wrongful discharge, or any other claim, and prohibiting employment discrimination or restricting statutes, ordinances, or regulations, as well as all claims arising under Company’s right to hire, promote, discipline or terminate employees. Employee irrevocably unconditionally waives, releases and forever discharges Company Releases from all State Labor Code claims and Fair Labor Standards Act (FLSA) claims (including, without limitation, claims for unpaid wages, bonuses, unpaid overtime compensation, meal period and rest breaks, interest, liquidated damages, penalties of any kind, as well as any claims for attorneys’ fees, Private Attorney General Act penalties, and costs related thereto) that Employee has or may have against Company Releases whether known or unknown, arising out of, relating to, or resulting from any events occurring from inception of his/her employment until the Releasees execution of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3Agreement.

Appears in 1 contract

Samples: Agreement and General Release of Claims (Energy Focus, Inc/De)

General Release of Claims. In consideration You agree to release and hold harmless (on behalf of yourself and your family, heirs, executors, successors and assigns) now and forever, the payments made to him by Employer and the Company and any of the promises contained foregoing entities’ past, present or future parent and subsidiary corporations, affiliates, divisions, successors and assigns (whether or not incorporated) and any of its past, present or future employees, agents, assigns, officers, directors, shareholders and attorneys whether acting in their individual or representative capacity (the “Released Parties”) from and waive any claim that you have presently, may have or have had in the past, known or unknown, against the Released Parties upon or by reason of any matter, cause or thing whatsoever, from the beginning of the world through the date you execute this Agreement, Executive on behalf including, without limitation, all claims arising from your employment with, or termination of himself employment from, the Employer and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successorsor otherwise, subsidiariesincluding but not limited to, parent companies any and all claims brought or that could be brought pursuant to or under any federal, state or local statute (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment ActAct of 1967, the 1990 Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981as amended, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions Civil Rights Act of the Fair Labor Standards Act, the Employee Retirement Income Security Act1991, the Equal Pay Act, the Occupational Safety Americans with Disabilities Act of 1990, the Employee Retirement Income Security Act of 1974, the Family and Health Medical Leave Act of 1993, the Fair Labor Standards Act, the Worker Adjustment and Retraining Notification Act, as well as any state or local equivalents of any of the Employee Polygraph Protection foregoing, including, without limitation, the Connecticut Fair Employment Practices Act, the Fair Credit Reporting Connecticut Minimum Wage Act, the Connecticut Family and any Medical Leave Act, the Connecticut Paid Sick Leave Act and Conn. Gen. Stat. §31-290a, and all other local, stateapplicable statutes regulating the terms and conditions of your employment), and federal all other applicable statutes regulating the terms and conditions of your employment), any regulation or ordinance, under the common law or in equity (including any claims arising for wrongful discharge, slander, libel or otherwise), or under statute any policy, agreement, understanding or common lawpromise, written or oral, formal or informal, between the Released Parties and you, including, without limitation, any claim you might have for severance, termination or severance pay pursuant to the Employer's severance policies or practices as from time to time in effect, or otherwise (the “Released Claims”). It is agreed that this is a general You expressly waive and relinquish all rights and benefits under any section of any law or legal principle of similar effect in any other jurisdiction with respect to your release and it is to be broadly construed of any unknown or unsuspected claims herein. Notwithstanding the foregoing, the following are not included in the Released Claims (the “Excluded Claims”): (i) any rights or claims which are not waivable as a release matter of all claimslaw; and (ii) any claims for breach of this Agreement. You represent and warrant that, except those that canother than the Excluded Claims, you are not be released by law. This Agreement shall not in aware of any way be construed as an admission by the Company claims you have or might have against any of the Releasees of wrongdoing or liability or Released Parties that Executive has any rights against are not included in the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3Released Claims.

Appears in 1 contract

Samples: Separation Agreement (Element Solutions Inc)

General Release of Claims. In consideration of the payments made to him by the Company and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES exchange for the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, ’s promises and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law releasecovenants contained herein, as well as all contractual obligations not expressly set forth Employee’s receipt of the Termination Payments, and subject to the provisions contained within this Agreement, Employee promises and agrees to release, hold harmless, and forever discharge the Company, as well as its respective current and former officers, directors, attorneys, agents, employees, predecessors, successors, affiliates, and assigns, in their individual or business capacities (otherwise referenced, collectively, as “the Released Parties” in this Agreement), whether jointly and severally, from any personal injuries, claims, damages, fees, costs, or other equitable, statutory, or common law relief for any causes of action, obligations, contracts, torts, claims, demands, or suits, of whatever character, known or unknown, fixed or contingent, that he may have liquidated or claim to have against any Releasee for any reason as of unliquidated, whether asserted or unasserted, through the date of execution of this Agreement. This Release and Covenant Not To Xxx includesAgreement is executed, including, but is not limited to, claims any such liabilities, claims, actions, demands, and/or causes of action arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of or in any legal restrictions on way relating to his employment, Employee’s Employment Agreement, the Executive Severance Plan, the Amended and Restated 2006 Equity Incentive Plan, the Company’s rights to terminate its employees or to take Long-Term Incentive Plan Annual Grant Program and any other employment actionequity incentive award, whether statutorywith the Company and/or any of the Released Parties, contractual including the tax consequences thereof, and any other actions or arising inactions of the Company and/or any of the Released Parties through the date this Agreement is executed. Employee’s release of claims shall apply specifically, but not be limited to, claims under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981the Civil Rights Act of 1866, the Americans With Disabilities Act, the Texas Labor Code, the Texas Commission on Human Rights Act, Connecticut wage and hour laws, the Connecticut Fair Employment Practices Act, the Fair Labor Standards Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income SEVERANCE AGREEMENT AND RELEASE – XXXX X. XXXXXXXX 3 Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other localfederal, state, or local statute(s) or other law(s) prohibiting discrimination or harassment in employment or granting rights to an employee arising out of an employment relationship, as well as any claims for wages, employee benefits, vacation pay, severance pay, health or welfare benefits, bonus compensation, or other remuneration, damages, fees, costs or other relief for any obligations, contracts, claims for defamation, invasion of privacy, intentional or negligent infliction of emotional distress, negligence, gross negligence, estoppel, misrepresentation, express or implied duties of good faith and federal law fair dealing, refusal to perform an illegal act, wrongful discharge, and/or torts for any and all alleged acts, omissions, or events through the date this Agreement is executed by Employee. Nothing herein is intended to or shall be construed to release any vested benefits Employee may have earned or accrued as a result of his employment with the Company. Employee further waives and releases the Company and the Released Parties from any claims arising under statute or common law. It is agreed that this is a general release and it is Agreement was procured by fraud or signed under duress or coercion so as to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by make the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing releases in this Paragraph 3Agreement not binding.

Appears in 1 contract

Samples: Severance Agreement (IES Holdings, Inc.)

General Release of Claims. In consideration of the payments made to him Employee by the Company Bank and the promises contained in this Agreement, Executive Employee on behalf of himself himself/herself and his his/her agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the CompanyBank, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company)companies, assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This General Release and Covenant Not To Xxx Sue includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the CompanyBank’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive Employee specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, the Tennessee Human Rights Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by lawas set forth in Paragraph 3(e) below. This Agreement shall not in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3.

Appears in 1 contract

Samples: Separation Agreement (Smartfinancial Inc.)

General Release of Claims. In consideration You, on behalf of yourself, your heirs, successors and assigns, voluntarily and of your own free will, hereby forever release, discharge and hold harmless, to the payments made to him fullest extent permitted by law, the Company and the promises contained in this Agreementit parents, Executive on behalf of himself subsidiaries and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint venturesaffiliates, and affiliated companies each of their current and their respective agentsformer, legal representativestrustees, officers, directors, board members, shareholders, attorneyspartners, members, employees, membersrepresentatives, managersjoint venturers, officers joint employers, benefit plans, fiduciaries and directors administrators, insurers, attorneys and agents, and each of their predecessors, successors and assigns (collectively, the “ReleaseesReleased Parties) ), from ALL CLAIMSany and all claims, LIABILITIESrights, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreementcauses of action and demands of whatever nature, whether known or unknown, fixed that you had, have or contingent, that he may have against the Company and the Released Parties, or claim to have against any Releasee for of them, arising from any reason as of act, event or omission which has occurred up through the date of execution of you execute this Agreement. This Release and Covenant Not To Xxx general release includes, but is not limited to, claims arising under federalthe following statutes, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation as amended: the Age Discrimination in Employment ActAct of 1967 (“ADEA”), the Older Workers Benefit Protection Act, the Americans with Disabilities Act, the Civil Rights Act of 1991, the Rehabilitation Act of 1973, the Employee Retirement Income Security Act of 1974, the Worker Adjustment and Retraining Notification Act, the Uniformed Services Employment and Reemployment Rights Act, the Employee Separation Income Security Act, the Equal Pay Act, the Genetic Information Non-discrimination Act, the Family and Medical Leave Act, Section 1981 of U.S.C., Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981as amended, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Connecticut Fair Employment Practices Act, Connecticut Human Rights and Opportunities Act, the Equal Pay Connecticut Fair Employment Practices Act, the Occupational Safety Connecticut Wage and Health Hour Statutes (to the maximum extent permissible under law), the Connecticut Family and Medical Leave Act, the Worker Adjustment and Retraining Notification ActConnecticut General Statutes Section 31-51m, the Employee Polygraph Protection ActConnecticut General Statutes Section 31-51q, the Fair Credit Reporting Act, and any and all applicable Connecticut and any other localstate’s anti-discrimination and related statutes or any common law, state, and federal law as well as any claims arising under statute any federal, state or local fair employment practices statutes, regulations, or ordinances, wrongful termination claims, breach of contract claims, including arising out of the Employment Agreement, discrimination claims, harassment claims, retaliation claims, accommodation or disability claims, claims for unpaid wages, bonus, equity, or other compensation, claims under any benefit, retirement, equity. health, commission or other benefit plan or program, whistleblower claims (to the fullest extent they may be released under applicable law), defamation, personal injury, negligence, or other tort claims, and claims damages, interest, premiums, penalties, for attorneys’ fees and costs. Notwithstanding the foregoing general releases, you acknowledge that you have not made any claims or allegations related to sexual harassment or sexual abuse, and none of the payments set forth as consideration in this Agreement are related to sexual harassment or sexual abuse. For the purpose of implementing a full and complete release, you hereby expressly waive all rights and benefits you may have under this section, as well as under any other statutes or common lawlaw principle of similar effect which provides any remedy of any kind, and acknowledge that the release set forth in this Agreement is intended to include the discharge of all claims which you do not know or suspect to exist at the time this Agreement is effective. It is agreed You agree and acknowledge that this is a general knowing and voluntary waiver. You are aware that you may hereafter discover claims or facts in addition to or different from those you now know or believe to exist with respect to the subject matter of this agreement which if you had known, may have affected your decision to sign this Agreement; however, you hereby settle and release all of the claims that you have or may have against the Company and it the Released Parties including arising out of such additional or different facts. You understand and acknowledge that you are hereby waiving and releasing any age claims or rights you may have under the ADEA, and that this waiver and release is knowing and voluntary. You understand and agree that this waiver and release does not apply to be broadly construed as a any rights or claims that may arise under the ADEA after the date you sign this Agreement. You understand and acknowledge that the consideration given for this waiver and release is in addition to anything of all claimsvalue to which you were already entitled. You further understand and acknowledge that you have been advised by this writing that: (a) you should consult with an attorney prior to executing this Agreement; (b) you have the periods described in Section 11 below to sign and revoke this Agreement. Notwithstanding the foregoing, except those the Company acknowledges and agrees that canyou are not be released by law. This waiving or otherwise releasing your rights to (i) any payments, obligations, rights or benefits expressly provided for in this Agreement shall not that are to survive the Effective Date or Separation Date; (ii) any of your vested benefits under any benefit plan of the Company in any way be construed as an admission which you participated, the rights to which are governed by the Company terms of the applicable plan documents and/or award agreement, (iii) any claims you might have for unemployment or workers’ compensation benefits, (iv) any medical claim incurred during your employment and/or up through and including the Effective Date of this Agreement that is payable or might become payable under any applicable medical plans or a Company-insured liability plan, (v) claims arising based on facts or occurrences which occur after the Effective Date of this Agreement, (vi) any of your rights to indemnification, advancement or any insurance coverage and defense rights under the Company’s by-laws, governing documents, applicable law and/or under any of the Releasees of wrongdoing Company’s directors and officers insurance policies with respect or liability otherwise applicable to your service as an employee or that Executive has any rights against the Company or any officer of the ReleaseesCompany, or (vii) claims that are not otherwise waivable under applicable law. Executive represents and agrees that he has not transferred or assigned, to any person or entityFor the avoidance of doubt, any claim that he is releasing in this Paragraph 3and all of your above referenced rights shall be preserved.

Appears in 1 contract

Samples: Separation Agreement (Photronics Inc)

General Release of Claims. In consideration of the payments made to him Employee by the Company and the promises contained in this Agreement, Executive Employee on behalf of himself himself/herself and his his/her agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES unconditionally releases and discharges the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company)companies, assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMSall claims, LIABILITIESliabilities, DEMANDS AND CAUSES OF ACTION demands and causes of action which he he/she may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he he/she may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This General Release and Covenant Not To Xxx Sxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive Employee specifically acknowledges and agrees that he he/she is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, the New Jersey Law Against Discrimination, the New Jersey Conscientious Employee Protection Act, the New Jersey Family Leave Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not as set forth in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 33(e) below.

Appears in 1 contract

Samples: Separation Agreement (ONCOSEC MEDICAL Inc)

General Release of Claims. In consideration of the payments made to him by the Company EMPLOYEE hereby fully releases and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Companydischarges THE COMPANY, its successorsofficers, subsidiariesdirectors, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneysstockholders, employees, members, managers, officers agents and directors representatives (collectively, the ReleaseesRELEASED PARTIES”) from ALL CLAIMSany and all debts, LIABILITIESobligations, DEMANDS AND CAUSES OF ACTION which he may by law releasepromises, as well as all contractual obligations not expressly set forth in this Agreementactions or claims, whether known or unknown, fixed of whatever kind or contingent, nature that he existed or may have or claim to have against any Releasee for any reason existed as of the date of execution of this Agreement, including but not limited to all claims arising in any way out of EMPLOYEE’s employment with THE COMPANY and the termination thereof. This Release and Covenant Not To Xxx It is understood that this release includes, but is not limited to, any claims for wages, bonuses, employment benefits or damages of any kind whatsoever, arising under out of any contract, express or implied, any covenant of good faith and fair dealing, express or implied, any theory of wrongful discharge, any legal restriction on THE COMPANY’s right to terminate Employees, or any federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees other governmental statute or to take any other employment actionordinance, whether statutoryincluding, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Actlimitation, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981the Age Discrimination in Employment Act, the Americans With with Disabilities Act, the Family and Medical Leave ActWashington Law Against Discrimination, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, Act or any other legal limitation on the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and employment relationship. This release includes any and all other local, state, and federal law claims arising under pursuant to statute or common lawotherwise for attorneys’ fees and costs. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive EMPLOYEE represents and agrees that he has not transferred filed any complaints, charges or assignedlawsuits against THE RELEASED PARTIES with any governmental agency or any court. This waiver and release shall not waive or release claims where the events in dispute first arise after execution of this Agreement, nor shall it preclude EMPLOYEE or THE COMPANY from filing a lawsuit for the exclusive purpose of enforcing their rights under this Agreement. If litigation becomes necessary to enforce any provision of this Agreement, the prevailing party shall be entitled to receive, as an additional award to any person or entitydamages hereunder, any claim that he is releasing in this Paragraph 3reasonable attorneys’ fees and costs of litigation.

Appears in 1 contract

Samples: Separation Agreement (Sonosite Inc)

General Release of Claims. In consideration of the payments made retirement bonus and benefits referred to him by herein, Employee hereby forever releases and discharges HPII, and HPI and their respective affiliates.(collectively, the Company “Released Parties”), from any and all claims, charges, complaints, liens, demands, causes of action, obligations, damages and liabilities, KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, that Employee had, now has, or may hereafter claim to have against the promises contained in Released Parties from the beginning of time to the date Employee signs this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including. This release specifically extends to, without limitation, Prime Meridian Holding Company)claims or causes of action for sexual harassment, assignswrongful termination, joint venturesimpairment of ability to compete in the open labor market, breach of an express or implied contract, breach of the covenant of good faith and fair dealing, breach of fiduciary duty, fraud, misrepresentation, defamation, slander, infliction of emotional distress, discrimination, harassment, disability, loss of future earnings, and affiliated companies claims under the United States Constitution, and their respective agentsapplicable state and federal fair employment laws, legal representativesfederal equal employment opportunity laws, shareholdersand federal and state labor statutes and regulations, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includesincluding, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981as amended, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, as amended, the National Labor Relations Act, as amended, the Labor-Management Relations Act, as amended, the Worker Retraining and Notification Act of 1988, as amended, the Americans With Disabilities Act of 1990, as amended, the Rehabilitation Act of 1973, as amended, the Employee Retirement Income Security ActAct of 1974, as amended and the Age Discrimination in Employment Act of 1967, as amended. Notwithstanding the foregoing, the Equal Pay Actparties expressly agree that Employee does not release any claim relating to the enforcement of this Agreement or the breach hereof. Employee understands and agrees, the Occupational Safety and Health Actexcept as provided herein, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this Agreement is a general release and it is intended to be broadly construed as a release of include all claims, except those that canif any, which Employee may have and which Employee does not be released by law. This Agreement shall not now know or suspect to exist in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights Employee’s favor against the Company or any of the Releasees. Executive represents Released Parties, and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3Agreement extinguishes those claims.

Appears in 1 contract

Samples: Retirement Bonus Agreement (Hydrogen Power Inc)

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General Release of Claims. In consideration of the payments made to him by the Company and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company)companies, assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason related to his employment relationship with the Company as of the date of execution of this Agreement. This Release and Covenant Not To Xxx to Sue includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. The Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, the California Fair Employment and Housing Act (Cal. Gov’t Code §12900 et seq.); California Family Rights Act (Cal. Gov’t Code §12945.2); California WARN Act (Cal. Lab. Code §1400 et seq.); the Washington State Law Against Discrimination, as amended (RCW 49.60.010 et seq.); the Washington equal pay law, as amended (RCW 49.12.175); the Washington sex discrimination law (RCW 49.12.200); the Washington age discrimination law (RCW 49.44.090); Washington whistleblower protection laws (RCW 49.60.210, 49.12.005, and 49.12.130); the Washington genetic testing protection law (RCW 49.44.180); the Washington Family Care Act (RCW 49.12.265 to 49.12.295); the Washington Minimum Wage Act (RCW 49.46.005 to 49.46.920); Washington wage, hour, and working conditions laws (RCW 49.12.005 to 49.12.020, 49.12.041 to 49.12.050, 49.12.091, 49.12.101, 49.12.105, 49.12.110, 49.12.121, 49.12.130 to 49.12.150, 49.12.170, 49.12.175, 49.12.185, 49.12.187, 49.12.450); and Washington wage payment laws (RCW 49.48.010 to 49.48.190); as amended; all tort claims, including without limitation, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing, including claims arising out of the Employment Agreement, sales commission plan or incentive compensation plan applicable to Executive’s employment with the Company; and any and all other local, state, and federal law claims arising under statute or common law (collectively, the “Released Claims”). To the extent permitted by law, Executive also promises never directly or indirectly to bring or participate in an action against any Releasees under California Business & Professions Code Section 17200 or any unfair competition law of any jurisdiction. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those provided, however, that Executive is not releasing (i) any claims that cannot be released by law. This Agreement shall not in , (ii) Executive’s rights as a stockholder of the Company or any way be construed as an admission of its affiliates, (iii) Executive’s rights to the vested benefits (including reimbursement of business expenses) he may have under any employee compensation or benefit plan or program maintained by the Company or any of its affiliates, (iv) any claim arising related to this Agreement (v) any claim arising after the Releasees date of wrongdoing execution of this Agreement or liability or that Executive has (vi) any rights against for indemnification or contribution under the certificate of incorporation, by-laws or equivalent governing documents of the Company or its any of affiliates, the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entitylaw of the State of Washington, any claim that he is releasing in this Paragraph 3indemnification agreement between Executive and the Company or its any of affiliates or any rights to insurance coverage under any directors’ and officers’ liability insurance or fiduciary insurance policy.

Appears in 1 contract

Samples: Employment Agreement (Mawson Infrastructure Group Inc.)

General Release of Claims. In consideration of This Agreement constitutes the payments made entire agreement between the Executive and the Company, and supersedes any prior communication, written or oral, including without limitation the Policy and the Equity Agreements (except as set forth herein), with respect to him by all matters relating hereto, excluding only the Option Agreements, the Non-Competition Obligations and the Indemnification Agreement between the Company and Executive, dated as of November 14, 2013, which will all remain in full force and effect in accordance with their terms. The Executive hereby agrees that he has no additional rights to salary, benefits, vacation pay or compensation of any sort or any other thing of economic value from the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, Company except as well as all contractual obligations not expressly explicitly set forth in this Agreement. In exchange for the severance payments and other consideration under this Agreement, whether to which Executive would not otherwise be entitled, Executive hereby releases, acquits, and forever discharges the Company, its parent, affiliates and subsidiaries, and its and their respective officers, directors, agents, employees, employee benefit plans, attorneys, shareholders, successors, assigns and affiliates, of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys’ fees, damages, indemnities and obligations of every kind and nature, in law, equity, or otherwise, known or and unknown, fixed suspected and unsuspected, disclosed and undisclosed, arising out of or contingentin any way connected with Executive’s employment or other relationship with the Company or its affiliates or the termination of that employment or other relationship or the Equity Agreements; claims or demands related to salary, that he may have bonuses, commissions, stock, stock options, or claim any other ownership interests in the Company, vacation pay, fringe benefits, expense reimbursements, severance pay, or any other form of compensation; claims pursuant to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out law, statute, or cause of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment actionaction including, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Actbut not limited to, the Older Workers Benefit Protection Act, Title VII of the federal Civil Rights Act of 1964, 42 U.S.C. § 1981as amended, including without limitation claims for attorneys’ fees; the federal Americans with Disabilities Act of 1990, as amended (“ADA”); the federal Age Discrimination in Employment Act of 1967, as amended (“ADEA”); tort law; contract law; wrongful discharge; discrimination; harassment; fraud; defamation; emotional distress; and breach of the implied covenant of good faith and fair dealing. In consideration of the benefits that the Executive will receive under this Agreement, the Americans With Disabilities ActExecutive, the Family personally and Medical Leave Acton behalf of his heirs, the Genetic Information Nondiscrimination Actassigns and representatives, the anti-retaliation provisions of the Fair Labor Standards Acthereby releases, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety waives and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and forever discharges any and all such causes of action or claims or any other localcause of action or claim against the Company, stateits affiliates or subsidiaries and their respective past, present and future affiliates, directors, trustees, officers, agents, employees, employee benefit plans, successors and assigns, and federal law claims arising under statute agrees never to bring any such claim or common lawcause of action. It is agreed that By signing this is a general release and it is to be broadly construed as a release of all claimsAgreement, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or Executive agrees that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has will not transferred or assigned, to any person or entity, pursue any claim covered by this General Release of Claims. If Executive breaks this promise, Executive agrees to pay the Company’s costs and expenses (including reasonable attorneys’ fees) related to the defense of any claims; provided, however, that Executive will have no obligation to pay any such costs and expenses if he is releasing in brings a claim challenging the enforceability of this Paragraph 3General Release of Claims under ADEA.

Appears in 1 contract

Samples: Resignation and General Release Agreement (Comfort Systems Usa Inc)

General Release of Claims. In consideration of the payments made to him her by the Company and the promises contained in this Agreement, Executive on behalf of himself and his her agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company)companies, assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he she may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he she may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx Sxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he she is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, the New Jersey Law Against Discrimination, the New Jersey Conscientious Employee Protection Act, the New Jersey Family Leave Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3.

Appears in 1 contract

Samples: Separation Agreement (Advaxis, Inc.)

General Release of Claims. In consideration of the payments made to him by the Company (a) Executive hereby waives, releases, and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES forever discharges the Company, its subsidiaries, business units, affiliates, parent companies, predecessors, successors, subsidiariesand its respective officers, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneysdirectors, employees, membersagents, managers, officers and directors legal counsel (collectively, the “ReleaseesReleased Parties”) from ALL CLAIMSany and all claims, LIABILITIEScauses of action, DEMANDS AND CAUSES OF ACTION which he may by law releasedemands, as well as all contractual obligations not expressly set forth in this Agreementdamages, costs, expenses, liabilities, grievances, or other losses, whether known or unknown, fixed that in anyway arise from, grow out of, or contingentare related to Executive’s employment with the Company, Executive’s termination of employment with the Company, or events that he may have or claim to have against any Releasee for any reason as of occurred before the date of execution of Executive executes this Agreement. This Release Executive understands that this general release of claims does not, however, waive any claim or cause of action that may arise after this Agreement is executed by Executive. (b) Without limiting the generality of the foregoing, this general release of claims is intended to and Covenant Not To Xxx includes, but is not limited to, shall release the Released Parties from any and all claims arising under federal, state state, or local laws law prohibiting employment discrimination; discrimination and all claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights right to terminate its employees or to take employees, including any other employment action, whether statutory, contractual or arising breach of contract claims. This general release of claims also specifically releases the Released Parties from all claims under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981as amended, the Age Discrimination in Employment Act (ADEA), the National Labor Relations Act (NLRA), the Employment Retirement Income Security Act (ERISA), the Americans With with Disabilities ActAct (ADA), the Family Uniformed Services Employment and Medical Leave ActReemployment Rights Act (USERRA), the Genetic Information Nondiscrimination ActAct (XXXX), and the anti-retaliation provisions Equal Pay Act (EPA), as well as all other applicable state or local codes, laws, regulations, and ordinances concerning Executive’s employment. This general release of claims shall not apply to claims that cannot be waived as a matter of law, including certain wage claims under the Fair Labor Standards ActAct or other state laws, the Employee Retirement Income Security Actclaims under any applicable workers’ compensation laws, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other local, state, and federal law or claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3unemployment compensation laws.

Appears in 1 contract

Samples: Severance Agreement (Addus HomeCare Corp)

General Release of Claims. In consideration exchange for the Company’s payment of the payments made to him by the Company Separation Benefits and the promises contained in this Agreement, Executive on behalf of himself Employee, for Employee’s heirs, legal representatives, successors and his agents assigns, releases and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES forever discharges the Company, its successorsparents, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint venturessubsidiaries and affiliated entities, and affiliated companies and each of their respective agentsshareholders, legal members, officers, directors, representatives, shareholdersemployees, former employees, volunteers, advisors, agents, attorneys, employeesinsurers, memberssuccessors, managerspredecessors, officers and directors assigns, (collectively, collectively the “Releasees”) from ALL CLAIMSall claims, LIABILITIESrights, DEMANDS AND CAUSES OF ACTION which he may by law releasedemands, as well as all contractual actions, and obligations not expressly set forth in this Agreementof any kind or nature, whether known or unknown, fixed that Employee has or contingent, that he may have ever had against them arising out of Employee’s employment or claim to have against any Releasee for any reason as separation of employment from the date of execution of this AgreementCompany. This Release and Covenant Not To Xxx release includes, but is not limited towithout limitation, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights claims for any other compensation and all claims arising from contract (express or implied), tort, public policy, and equity, and any and all claims of wrongful discharge, retaliation, harassment and/or employment discrimination arising under federallocal, state state, and/or federal law and local employment laws including statutes including, without limitation limitation, Title VII of the Civil Rights Act of 1964, as amended, the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With with Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination ActERISA, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health ActAct (OSHA), the Worker Adjustment Washington Law Against Discrimination; the Washington Family Care Act; the Washington Family Leave Act; provided, however, that this release shall not apply to any claim for workers’ compensation insurance benefits or any unemployment benefits to which Employee may be entitled. Employee acknowledges and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and agrees that included in this General Release of claims are any and all claims that have been, or may be asserted by Employee or by any other local, state, and federal law claims arising under statute person or common lawentity on Employee’s behalf in any class or collective action relating to Employee’s employment and/or termination of employment with the Company. It is agreed that this is a general release and it is to be broadly construed as a release of This section shall exclude all claims, except those that rights, demands, actions, and obligations of the Company to the Employee for (a) any existing right to indemnification, contribution, and a defense, (b) any directors and officers and general liability insurance coverage of the Employee, (c) the Employee’s rights as a shareholder, (d) all vested rights of the Employee, (e) the Employee’s right to enforce this Agreement, and (f) any rights which cannot be waived or released by as a matter of law. This Agreement shall not in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3.

Appears in 1 contract

Samples: Employment Agreement (Coastal Financial Corp)

General Release of Claims. In consideration of exchange for the payments made to him by benefits described above, Executive forever releases and discharges the Company from any claims, rights, or causes of actions of any kind or nature, both known or unknown, up through and including the promises contained in date Executive signs this Agreement, Agreement (“General Release”). Executive provides this General Release not only on behalf of himself himself, but also his heirs, executors, successors and his agents assigns. Executive further agrees that this release and successors in interestdischarge of the Company includes not only GSE Systems, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, but also any of its successorscurrent and former parents, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assignsaffiliates, joint ventures, their predecessor and affiliated companies successor companies, and their respective agentswith respect to each such entity, legal representativesall of its past, shareholderspresent and future officers, attorneysdirectors, employees, members, managers, officers and directors agents and/or employees (collectively, all collectively referred to as the “ReleaseesReleased Parties) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement). This General Release and Covenant Not To Xxx includes, but is not limited toto the maximum extent permitted by law, claims arising claims, rights, and causes of action arising: (a) under all federal, state or local laws prohibiting relating to employment and employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees , termination rights, compensation or to take any other employment actionbenefits, whether statutorysuch as, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Actbut not limited to, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave ActAct (“FMLA”), the Genetic Information Nondiscrimination ActAmericans with Disabilities Act (“ADA”), the anti-retaliation provisions Civil Rights Act of 1866, or the Fair National Labor Standards Relations Act, the Employee Retirement Income Security ActAct of 1974, (“ERISA”), the Internal Revenue Code, the Fair Credit Reporting Act (“FCRA”), the Uniformed Services Employment and Reemployment Rights Act (“USERRA”), including any amendments and their respective implementing regulations, and all other claims arising under the law of any state or locality, including but not limited to the laws of the State of Maryland; and/or (b) upon any other basis for legal, equitable or administrative relief, whether based on express or implied contract, tort, statute, regulation or other legal or equitable ground, and whether employment-related or not, including but not limited to breach of employment contract, fraud, negligence (including negligent hiring and retention), tort, implied contracts or implied covenants of good faith and fair dealing, and any and all other federal, state and local statutes, cases, authorities or laws providing a cause of action. This General Release also includes a release of all claims, rights or causes of action arising under or pursuant to the Employment Agreement, any amendment to the Employment Agreement or any other promises of compensation of any kind, whether written or oral, from the Company to Executive. The Parties expressly acknowledge and agree that the general release and waiver set forth in this paragraph shall exclude: (1) the rights and obligations contained in or provided for under this Agreement; (2) any right or entitlement that Executive is not allowed by applicable law to waive or release; (3) any right Executive has to file, cooperate in or participate in a charge, complaint or proceeding with the Equal Pay ActEmployment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health ActAdministration, the Worker Adjustment Securities and Retraining Notification ActExchange Commission, or any other federal state or local governmental agency or commission (“Government Agencies); (4) any rights to vested benefits Executive may have under the Employee Polygraph Protection Act, Company's benefit plans or to any entitlement to continued insurance coverage under COBRA; and (5) any claim that may arise only after the Fair Credit Reporting Act, and any and all other local, state, and federal law claims arising under statute or common lawexecution of this Agreement. It is agreed Executive further understands that this is a general release and it is Agreement does not limit his ability to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not communicate with any Government Agencies or otherwise participate in any way investigation or proceeding that may be construed as an admission conducted by any Government Agency, including providing documents or other information, without notice to the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the ReleaseesCompany. Executive represents acknowledges and agrees that he has not transferred should Executive or assignedany administrative agency or third party pursue any claims on Executive’s behalf, Executive waives his right to any person or entity, any claim individual monetary recovery; except that he is releasing in this Paragraph 3provision does not limit Executive’s ability to recover monies pursuant to the Security and Exchange Commission’s whistleblower incentive award program.

Appears in 1 contract

Samples: Separation Agreement (Gse Systems Inc)

General Release of Claims. In consideration of the payments made to him Employee by the Company and the promises contained in this Agreement, Executive Employee on behalf of himself herself and his her agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company)companies, assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he she may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he she may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This General Release and Covenant Not To Xxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive Employee specifically acknowledges and agrees that he she is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not as set forth in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 33(e) below.

Appears in 1 contract

Samples: Separation Agreement (Colony Bankcorp Inc)

General Release of Claims. In consideration of the payments made to him her by the Company and the promises contained in this Agreement, Executive on behalf of himself herself and his her agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3.

Appears in 1 contract

Samples: Employment Agreement (Prime Meridian Holding Co)

General Release of Claims. In consideration of the payments made Employee releases, forever discharges, and covenants not to him by the Company sxx Methode, Grakon, and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successorstheir current or former parent companies, subsidiaries, parent companies (includingaffiliates, without limitation, Prime Meridian Holding Company), assigns, joint venturespredecessors, and affiliated companies successors, and each of their respective agentscurrent or former insurers, legal representativesdirectors, shareholdersofficers, attorneysmanagers, members, employees, membersagents, managers, officers and directors assigns (collectively, the “Releasees”) from ALL CLAIMS), LIABILITIESwith respect to any and all claims, DEMANDS AND CAUSES OF ACTION which he may by causes of action, suits, debts, sums of money, controversies, agreements, promises, damages, and demands whatsoever, including attorneys’ fees and court costs, in law releaseor equity or before any federal, as well as all contractual obligations not expressly set forth in this Agreementstate or local administrative agency, whether known or unknown, fixed suspected or contingentunsuspected, that he which Employee has, had, or may have have, based on any event occurring, or claim alleged to have against any Releasee for any reason as of occurred, to the date of execution of Employee executes this Agreement. This Release and Covenant Not To Xxx release includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981as amended, the Age Discrimination in Employment Act, the Americans With with Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Occupational Safety and Health Act, the Employee Retirement Income Security Act, the Equal Pay Illinois Human Rights Act, the Occupational Safety and Health ActWashington Law Against Discrimination, the Worker Adjustment Washington Family Leave Act‎, Chapters 21 and Retraining Notification Act, 451 of the Employee Polygraph Protection Act, the Fair Credit Reporting ActTexas Labor Code‎, and any and all other localfederal, statestate or local statute, law, regulation, ordinance, or order, claims for retaliatory discharge, and federal law claims arising under common law, contract, implied contract, public policy or tort. Employee expressly waives and relinquishes all rights and benefits provided to Employee by any statute or common law. It is agreed other law that prohibits release of unspecified claims and acknowledges that this release is a general release intended to include all claims Employee has or may have to the date Employee executes this Agreement, whether Employee is aware of them or not, and it is to be broadly construed as a release of that all claims, except those that cannot be such claims are released by lawthis Agreement. This Agreement shall does not in prevent Employee from filing a charge, testifying, assisting, or cooperating with the EEOC, but Employee waives any way be construed as an admission by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, right to any person or entity, relief of any kind should the EEOC pursue any claim that he is releasing in this Paragraph 3on Employee’s behalf.

Appears in 1 contract

Samples: Agreement and General Release (Methode Electronics Inc)

General Release of Claims. In Pursuant to the Severance Letter and the Transition Agreement, in consideration of the payments made to him by the Company and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint venturesSeverance Benefits, and affiliated companies subject to Paragraph 2 below, you hereby irrevocably and unconditionally release, waive, and fully and forever discharge ManpowerGroup Inc. and its direct and indirect subsidiaries (the “ Consolidated ManpowerGroup”) and their past and current agents, officers, directors, members, partners, stockholders, and employees and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers successors and directors assigns (collectively, the “ReleaseesManpower Released Parties”) and each of them from ALL CLAIMSand against any and all causes of action, LIABILITIESclaims, DEMANDS AND CAUSES OF ACTION which he may by law releaseliabilities, as well as all contractual obligations not expressly set forth in this Agreementobligations, covenants, rights, demands and damages of any nature whatsoever, whether known or unknown, fixed anticipated or contingentunanticipated, that he may have relating to or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on agreement, act, omission, occurrence, transaction or matter up to and including the Company’s rights to terminate its employees or to take any other employment actiondate you sign this document, whether statutoryincluding, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing without limitation, any and all rights under federalclaims relating to or arising out of your employment by the Consolidated ManpowerGroup, state throughout the course of your employment, and local employment laws including without limitation the Age Discrimination termination of your employment. You agree to waive and give up any benefit conferred on you by any order or judgment issued in Employment Actconnection with any proceeding filed against the Manpower Released Parties regarding any claim released in this agreement; Without limiting the generality of the foregoing, the Older Workers Benefit Protection Actthis release applies to any and all claims, causes of action, demands or liabilities which you had or now have: (a) Under or pursuant to Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981as amended, the Civil Rights Act of 1991, the Americans With Disabilities Act, the state and federal Family and Medical Leave ActActs, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Age Discrimination in Employment Act, the Employee Retirement Income Security Act, 42 U.S.C. §§ 1981, 1983 and 1985, the Equal Pay Rehabilitation Act of 1973, Executive Orders 11246 and 11375, the Wisconsin Fair Employment Act, as amended, or any other statute, rule, regulation, or executive order in any applicable country precluding discrimination in employment; (b) Under or pursuant to any statute, rule, regulation, or executive order regarding wages or other remuneration in the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, United States and any and all applicable country; (c) Concerning your employment with the Consolidated ManpowerGroup; (d) For wrongful termination of employment; (e) For breach of contract whether express or implied; (f) For libel, slander, defamation, damage to reputation, intentional or negligent infliction of emotional distress or other local, state, and federal law claims arising under statute tortious conduct; and (g) Regarding any right which you might have to current or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by further employment with the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3Consolidated ManpowerGroup.

Appears in 1 contract

Samples: Employment Transition Agreement (ManpowerGroup Inc.)

General Release of Claims. In consideration of the payments made benefits herein provided to him by her which exceed those to which she otherwise would be entitled, Xx, her beneficiaries, family, heirs, executors, administrators, successors, and assigns (the "Xx Xxxxxxxxx") hereby irrevocably and unconditionally release the Company Released Parties from any and all charges, complaints, claims, grievances, liabilities, obligations, promises, agreements, controversies, damages, actions, causes of action, suits, rights, demands, costs, losses, debits, and expenses of any nature whatsoever, known and unknown, suspected or unsuspected, which Xx has, has ever had, or ever will have against the promises contained in this AgreementCompany Released Parties relating to her employment with Company or her separation of employment from Company by reason of any and all acts, Executive on behalf of himself and his agents and successors in interestomissions, hereby UNCONDITIONALLY RELEASES AND DISCHARGES events, circumstances, or facts existing or occurring up to the Companydate hereof, its successorsfor any claims under any federal, subsidiariesstate, parent companies (or local law, rule, or regulation including, without limitation, Prime Meridian Holding Company)the Xxxxxxxx-Xxxxx Act of 2002, assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, Title VII of the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law releaseCivil Rights Act of 1964, as well as all contractual obligations not expressly set forth in this Agreementamended, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With with Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Employment Retirement Income Security ActAct of 1974, the Equal Pay Actall federal, the Occupational Safety state and Health Actlocal whistleblower laws, the Worker Adjustment all federal, state and Retraining Notification Actlocal labor laws, the Employee Polygraph Protection Actwage laws, the Fair Credit Reporting Actor wage and hour laws, all federal, state and local discrimination laws, any claims for breach of express or implied contract, any claim for termination in breach of public policy, any claim for attorneys' fees or other costs, fees or damages, any other federal or state common law or statutory claims, and all other localclaims and rights, statewhether in law or equity (collectively, and federal law claims arising under statute or common law"Xx's Released Matters"). It is agreed that this is a In no event shall the foregoing general release of claims alter or waive Xx's rights or eligibility for legal defense and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission indemnification by the Company or Released Parties in any legal proceedings in which she is named as a defendant as a result of her service as an officer of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3Released Parties.

Appears in 1 contract

Samples: Separation Agreement (HF Foods Group Inc.)

General Release of Claims. In consideration of the payments made to him by the payment set forth in Paragraph 3 and on behalf of Employee and Employee’s heirs, representatives, and assigns, Employee fully and forever releases Company and all of its subsidiaries, affiliates and related entities, its present and former owners, directors, officers, employees, attorneys and agents, successors, assigns, and all other representatives, individually and in their corporate capacities, from any claim relating to any matters that arise out of any omissions or acts that have occurred up to and including the promises contained in date of signing of this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includes, including but is not limited to, the following: 87454-0005/LEGAL122589563.2 a. Any claims for damages of any kind whatsoever, arising under out of Employee’s employment with Company whether the claims are presently known or unknown. b. Any claims in federal, state state, or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees statutory or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges relating to Employee’s employment with Company and agrees that he is releasing any and all rights the termination thereof, including but not limited to claims under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, ; California Government Code; the Older Workers Benefit Protection California Fair Employment and Housing Act, ; Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, ; the Older Workers Benefit Protection Act; the Americans With with Disabilities Act, ; the Family and Medical Leave Act, ; the Genetic Information Nondiscrimination California Family Rights Act, ; and the anti-retaliation provisions Constitution of the State of California; the California Labor Code, including as it applies to the payment of wages, salary, compensation, or penalties; as well as all applicable wage and hour statutes, regulations, and ordinances, including any applicable California Industrial Welfare Commission Wage Order; the Federal Fair Labor Standards Act, the Employee Retirement Income Security Act, including the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and ; claims for wrongful termination; claims for any form of discrimination or retaliation; any and all claims for attorneys’ fees and/or costs; any and all claims for equitable relief, restitution and other localmonetary relief and damages; and any other legal limitation on the employment relationship, state, and federal law claims arising under statute or common law. It is agreed except that this is a general Agreement does not release and it is to be broadly construed as a release of all claims, except those any claims that canmay not be released under applicable law. c. To the extent permitted by law. , Employee also promises never directly or indirectly to bring or participate in an action against any released party under California Business & Professions Code Section 17200 or any unfair competition law of any jurisdiction. d. This Agreement shall excludes any claim or right Employee cannot in waive as a matter of law, including but not limited to claims under the California Workers’ Compensation Act; claims to vested benefits under Company’s benefit plans, if any; claims against Company for breach of this Agreement; and claims that arise after the date Employee signs this Agreement. Employee represents that Employee has not filed any way be construed as an admission by the Company complaints, charges, or lawsuits against Company, or any of the Releasees of wrongdoing or liability or that Executive has them, with any rights against the Company governmental agency or any of the Releasees. Executive represents court, and agrees that he has Employee will not transferred initiate or assignedencourage any such actions, to and will not assist any person or entitysuch actions other than as required by law; provided, any claim that he is releasing however, nothing in this Paragraph 3Agreement prevents Employee from filing a charge or complaint with, or from participating, in an investigation or proceeding conducted by any federal, state or local agency charged with the enforcement of any employment laws. By signing this Agreement, however, Employee is waiving rights to individual relief based on claims asserted in such a charge or complaint. Employee acknowledges that Employee has received all compensation due Employee as a result of services performed for Company. Employee therefore acknowledges that Employee has received satisfaction from and has reached an accord with Company, and Employee grants the release herein on that basis.

Appears in 1 contract

Samples: Settlement Agreement (Rainmaker Systems Inc)

General Release of Claims. In consideration for the payments and benefits paid to you under Section 8 of the payments made to him by the Company and the promises contained in this Agreement, Executive on behalf of himself you hereby release and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES forever discharge the Company, its XL Global Services, Inc. and any and all of their respective affiliates, predecessors, successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agentsofficers, legal representativesdirectors, shareholdersadministrators and employees of and from all actions, attorneysclaims, employeesliabilities, membersdemands and causes of action, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have in law or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includesequity, included but is not limited to, claims to those arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Reconstruction Era Civil Rights Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions Age Discrimination in Employment Act of the Fair Labor Standards Act1967 (“ADEA”), the Employee Retirement Income Security Act of 1974, The Americans with Disabilities Act, The Family and Medical Leave Act of 1993, The New York State Human Rights Law Section 196 et seq., the Equal Pay New York City Administrative Code, as amended, actions under the Connecticut Wage and Hour Laws; the Connecticut Fair Employment Practices Act, C.G.S. Section 46a-60, as amended; the Occupational Safety and Health Connecticut Family Medical Leave Act, C.G.S. Section 31-51 pp; and the Worker Adjustment and Retraining Notification Connecticut Workers Compensation Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, C.G.S. Section 31-290a and any and all other localfederal, state, and federal law claims arising local laws, rules and regulations prohibiting, without limitation, discrimination in employment, tortious or wrongful discharge, breach of an express or implied contract, breach of a covenant of good faith and fair dealing, negligent or intentional infliction of emotional distress, defamation, misrepresentation or fraud, which you ever had, now have or hereafter can, shall or may have for, upon or by reason of any matter, cause or thing, up to and including the day on which you sign this Agreement; provided, however, that you are not waiving any right to claim benefits under statute or common law. It is agreed that this is a general release the XL America, Inc. Employee Savings Plan, any right of indemnification, any rights to directors and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall not in any way be construed as an admission by the Company officers’ liability insurance or any of amounts due to you on termination under your employment agreement with the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3Company.

Appears in 1 contract

Samples: Employment Agreement (Xl Capital LTD)

General Release of Claims. In consideration of the payments made to him by the Company Employee hereby releases and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES forever waives any claims against the Company, Parent and their parents, subsidiaries and affiliated companies, including its successorsand their officers, managers directors, shareholders, affiliates, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneysmanagers, employees, membersagents, managersemployee benefits plans, officers insurers and directors representatives (collectively, the “ReleaseesReleased Parties”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he any claims that Employee may by law release, as well as all contractual obligations not expressly set forth have that are in this Agreementany way connected with Employee’s employment with the Company and the termination thereof, whether or not such claims are presently known or unknown, fixed or contingent, unknown to Employee. Employee agrees that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx general release includes, but is not limited to, any claims arising under for wages, bonuses, commissions, employment benefits, shares, share options or other equity incentive awards, attorneys' fees, damages or remedies of any kind whatsoever, that arise out of any contracts, express or implied; any covenant of good faith and fair dealing, express or implied; any duty of reasonable accommodation; any theory of wrongful or unlawful discharge; any legal restriction on the Company’s or Parent’s right to terminate employees or reduce its workforce; or any federal, state or local laws prohibiting other governmental statute, ordinance or regulation pertaining to the employment discrimination; relationship. Therefore, this general release includes, but is not limited to, all claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964; the Civil Rights Act of 1991, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, as amended; the Employee Retirement Income Security Act of 1971, as amended; the Age Discrimination in Employment Act, 29 U.S.C. § 621 et. seq., the Equal Pay Older Workers Benefit Protection Act; the Americans with Disability Act of 1990, as amended; the Occupational Safety and Health Act, as amended; the Worker Adjustment Xxxxxxxx-Xxxxx Act of 2002; the Family and Retraining Notification Medical Leave Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, ; and any and all other localfederal, statestate or local laws concerning employment, and federal law claims arising under statute civil rights, discrimination or common lawharassment. It is agreed that this is a This general release and it also includes, but is to be broadly construed as a release not limited to, any claims for defamation, infliction of all claimsemotional distress, except those that caninvasion of privacy or other common-law torts, or any other claims for violation of any other legal limitation on the employment relationship. Notwithstanding the foregoing, this Release shall not be released by lawconstrued in any way to waive any rights or benefits that may not be waived pursuant to applicable law including, without limitation, any right to indemnification pursuant to California Labor Code Section 2800 or Section 2802. This Agreement shall does not waive or release claims where the events in dispute first arise after the Effective Date of this Agreement, nor, except as provided by Paragraph 12, does it preclude either Employee or the Company from filing a lawsuit for the exclusive purpose of enforcing their respective rights under this Agreement. Employee represents and warrants that Employee is the sole owner of the actual or alleged claims, rights, causes of action, and other matters which are released herein, that the same have not been assigned, transferred, or disposed of in fact, by operation of law, or in any way be construed as an admission by manner, and that Employee has the Company or any of full right and power to grant, execute and deliver the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents releases, undertakings, and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3agreements contained herein.

Appears in 1 contract

Samples: Executive Service Agreement (RhythmOne PLC)

General Release of Claims. In Release: The foregoing is in consideration of your agreement that the payments made Consideration provided above is accepted in return for full and final release and settlement of any and all legal and equitable claims of any type relating to him by the Company and the promises contained in this Agreementyour employment or separation from employment which you have or may have against Humana or any of its officers, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, or employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. You represent that you have not filed or otherwise initiated any complaints, claims, or charges with any local, state or federal court, agency or board, based on events occurring prior to and including the date you execute this Agreement. You agree to bring no lawsuits, claims, demands or charges of any kind, whether in tort, contract or common law or pursuant to any federal, state or local ordinance or statute, relating to your employment or to your separation from employment. This Release and Covenant Not To Xxx release includes, but is not limited to, claims arising under federalany right, state charge, Xxxxx X. Xxxxxx claim, or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment actionclaims, whether statutoryknown or unknown, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Employee Retirement Income Security Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all claims under any other localfederal, state, or local statutory, administrative, constitutional, common law or other legal or equitable theory, including but not limited to, claims for wrongful discharge or breach of contract. You agree and federal law understand that you do not waive rights or claims arising under statute or common lawthat may arise after the end of the seventh day following your execution of this Agreement. It is agreed that this is a general release and it is to Nothing contained herein will be broadly construed as preventing you or Humana from providing information to or making a release of all claimsclaim with any governmental agency (e.g., except those that cannot be released Equal Employment Opportunity Commission, a state civil or human rights agency or commission and/or or other federal or state regulatory or law enforcement agency), to the extent permitted or required by law. This Agreement shall will, however, constitute an absolute bar to your recovery of any damages or additional compensation from Humana arising out of or in connection with any such claim. You will not be entitled to recover and agree to waive any recovery against Humana in connection with any way be construed as an admission such claim, charge or proceeding without regard to who has brought such Complaint or charge. You further agree that if any agency or court assumes jurisdiction over any claim against Humana on your behalf or otherwise for your benefit, you will direct that agency or court to withdraw from or dismiss with prejudice the claim. With respect to any rights that you may have under the Fair Labor Standards Act (“FLSA”) and/or any state wages and hours statutes, you acknowledge and aver that you have received all compensation to which you are entitled, including regular and overtime wages, and that Humana paid such wages to you in full compliance with the FLSA and state law. You irrevocably assign to the federal government, or relevant state or local government, any right you may have to any proceeds, bounties or awards in connection with any claims filed by or on behalf of the Company government under any laws, including but not limited to, the False Claims Act and/or the Xxxx-Xxxxx Act (and/or any state or local counterparts of these federal statutes or any of the Releasees of wrongdoing other federal, state or liability local qui tam or that Executive has any rights “bounty” statute) against the Company Company. You also represent and promise that you will deliver any such proceeds, bounties or any of awards to the ReleaseesUnited States government (or other appropriate governmental unit). Executive represents Notwithstanding the foregoing, this Agreement does not limit your right to receive an award for information provided to the Securities and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3.Exchange Commission. Xxxxx X. Xxxxxx

Appears in 1 contract

Samples: Separation Agreement (Humana Inc)

General Release of Claims. In consideration of the payments made to him by the Company (a) EMPLOYEE hereby fully releases and the promises contained in this Agreement, Executive on behalf of himself and his agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Companydischarges THE COMPANY, its successorsofficers, subsidiariesdirectors, parent companies (including, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneysstockholders, employees, members, managers, officers agents and directors representatives (collectively, the ReleaseesRELEASED PARTIES”) from ALL CLAIMSany and all debts, LIABILITIESobligations, DEMANDS AND CAUSES OF ACTION which he may by law releasepromises, as well as all contractual obligations not expressly set forth in this Agreement, whether known actions or unknown, fixed claims of whatever kind or contingent, nature that he existed or may have or claim to have against any Releasee for any reason existed as of the date of execution this Agreement, including but not limited to all claims arising in any way out of EMPLOYEE’s employment with THE COMPANY and the termination thereof. EMPLOYEE makes this commitment even though EMPLOYEE understands that EMPLOYEE may not, as of this Agreementdate, know all of the claims EMPLOYEE may lawfully have against the RELEASED PARTIES and that EMPLOYEE is relinquishing the right to pursue any claims which EMPLOYEE could have pursued before courts without having the opportunity to pursue those claims to a trial and have the damages, if any, set by a judge and/or jury. This Release release is intended to be as broad as the law allows and Covenant Not To Xxx includes, without limitation, any claims pursuant to statute or otherwise for attorneys’ fees and costs. (b) This waiver and release includes, but is not limited to, any claims for wages, bonuses, employment benefits or damages of any kind whatsoever, arising under out of any contract, express or implied, any covenant of good faith and fair dealing, express or implied, any theory of wrongful discharge, any legal restriction on THE COMPANY’s right to terminate employees, or any federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he is releasing any and all rights under federal, state and state, or local employment laws including statute or ordinance governing employment, including, without limitation limitation, the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With with Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and any and all other localfederal, state, and federal law claims arising under statute or common law. It is agreed that this is a general release local laws prohibiting discrimination, and it is to be broadly construed as a release of all claims, except those that cannot be released by lawany other legal limitation on the employment relationship. This Agreement waiver and release shall not waive or release claims where the events in dispute first arise after execution of this Agreement, nor shall it preclude EMPLOYEE or THE COMPANY from filing a lawsuit for the exclusive purpose of enforcing their rights under this Agreement, nor shall it preclude EMPLOYEE from filing charges of discrimination with the EEOC, however, in signing this Agreement EMPLOYEE waives any way be construed as an admission by the Company right to recover monetary damages in connection with any such filing or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3otherwise.

Appears in 1 contract

Samples: Separation Agreement (Sonosite Inc)

General Release of Claims. In consideration of the payments made to him her by the Company and the promises contained in this Agreement, Executive on behalf of himself and his her agents and successors in interest, hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Company, its successors, subsidiaries, parent companies (including, without limitation, Prime Meridian Holding Company)companies, assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectively, the “Releasees”) from ALL CLAIMS, LIABILITIES, DEMANDS AND CAUSES OF ACTION which he she may by law release, as well as all contractual obligations not expressly set forth in this Agreement, whether known or unknown, fixed or contingent, that he she may have or claim to have against any Releasee for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx Sxx includes, but is not limited to, claims arising under federal, state or local laws prohibiting employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on the Company’s rights to terminate its employees or to take any other employment action, whether statutory, contractual or arising under common law or case law. Executive specifically acknowledges and agrees that he she is releasing any and all rights under federal, state and local employment laws including without limitation the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the anti-retaliation provisions of the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Equal Pay Act, the Occupational Safety and Health Act, the Worker Adjustment and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, the New Jersey Law Against Discrimination, the New Jersey Conscientious Employee Protection Act, the New Jersey Family Leave Act, and any and all other local, state, and federal law claims arising under statute or common law. It is agreed that this is a general release and it is to be broadly construed as a release of all claims, except those that cannot be released by law. This Agreement shall Notwithstanding the foregoing, Executive expressly does not waive any claims she may have (i) to indemnification that she may have against any of the Releasees in connection with her service to the Company and its affiliates through the Termination Date, or (ii) related to any way be construed as an admission coverage that she may have under any directors and officers liability insurance policy maintained by the Company or any of the Releasees of wrongdoing or liability or that Executive has any rights against the Company or any of the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, any claim that he is releasing in this Paragraph 3its affiliates.

Appears in 1 contract

Samples: Employment Agreement (Advaxis, Inc.)

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