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)
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 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 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: Restricted Share Unit Agreement (Gse Systems Inc), Restricted Share Unit Agreement (Gse Systems 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: Confidential Separation Agreement and General Release (Knoll 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
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. 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
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
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
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: Execution Version (Franklin Financial Network 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
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 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.
Appears in 1 contract
Samples: Confidential Separation and General Release Agreement (United Community Financial Corp)
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: Separation Agreement and General Release (RhythmOne PLC)
General Release of Claims. In consideration THE COMPANY and EMPLOYEE hereby fully release and discharge each other (and in the case 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 CompanyTHE 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 (collectively, the “Releasees”representatives) 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 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. § 1981, the Americans With Disabilities federal Age Discrimination in Employment 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, 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 other legal limitation on the Releasees of wrongdoing employment relationship. EMPLOYEE represents that he has not filed any complaints, charges or liability or that Executive has lawsuits against THE COMPANY with any rights against the Company governmental agency or any of the Releasees. Executive represents court, and agrees that he has will not transferred initiate, assist or assignedencourage any such actions. 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 and General Release (Coinstar Inc)
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 and General Release (Adc Telecommunications 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 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
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 Releaseesthis Agreement. 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 39.
Appears in 1 contract
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
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: Weight Watchers International Inc
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
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 and General Release (Sonosite Inc)
General Release of Claims. In consideration a. Xxxxx X. Xxxxxx, Xx., or, in the event of the payments made his incapacity due to him by the Company and the promises contained Permanent Disability as defined in this his Employment Agreement, Executive his legal representative acting on behalf his behalf, or, in the event of himself and his agents and successors in interestdeath, his estate (all of which are hereafter referred to as “Executive” as the context requires), hereby UNCONDITIONALLY RELEASES AND DISCHARGES the Companyirrevocably, fully and finally releases Cadence, its successorsparent, subsidiaries, parent companies affiliates, directors, officers, agents and employees (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 CLAIMSall causes of action, LIABILITIESclaims, DEMANDS AND CAUSES OF ACTION which he may by law releasesuits, as well as all contractual demands or other obligations not expressly set forth in this Agreementor liabilities, whether known or unknown, fixed suspected or contingentunsuspected, that he may have Executive ever had or claim to have against any Releasee for any reason now has as of the date time that Executive signs this Release Agreement which relate to his hiring or his employment with the Company, the termination of execution his employment with the Company, and claims asserted in shareholder derivative actions or shareholder class actions against the Company and its officers and Board of this AgreementDirectors, to the extent those derivative or class actions relate to the period during which Executive was employed by the Company. This Release and Covenant Not To Xxx includesThe claims released include, but is are not limited to, any claims arising from or related to Executive’s employment with Cadence, such as 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, (as amended) Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1974, 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 Fair Labor Standards Act, the California Fair Employment and Housing Act, the California Labor Code, the Employee Retirement Income Security Act of 1974 (except for any vested right Executive has to benefits under an ERISA plan), the state and federal Worker Adjustment and Retraining Notification Act, and the Employee Polygraph Protection Act, the Fair Credit Reporting Act, California Business and Professions Code; any and all other local, state, federal, or foreign law governing employment; and federal the common law claims arising under statute or common lawof contract and tort. It is agreed that this is a general release and it is to be broadly construed as a release of all In no event, however, shall any claims, except those that cannot causes of action, suits, demands or other obligations or liabilities be released by law. This Agreement shall not in any way be construed as an admission by pursuant to the Company or any of foregoing if and to 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.extent they relate to
Appears in 1 contract
General Release of Claims. In consideration of the payments made Separation Benefits to him be paid to me by VirtualScopics, Inc. and its subsidiaries and affiliates (collectively, the Company “Company”) under my Separation and Release Agreement with the promises contained in this Company, dated May 11, 2016 (the “Separation Agreement”), Executive I, on behalf of himself myself and his agents all of my heirs, executors, administrators and successors in interestassigns, hereby UNCONDITIONALLY RELEASES AND DISCHARGES fully and forever release and discharge the Company, its Purchaser and their respective directors, officers, employees, agents, successors, predecessors, subsidiaries, parent companies parent, affiliates, shareholders, employee benefit plans and assigns (together called the “Releasees”), from all known and unknown claims and causes of action including, without limitation, Prime Meridian Holding any claims or causes of action arising out of or relating in any way to my employment with the Company), assignsincluding, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneys, employees, members, managers, officers and directors (collectivelywithout limitation, the termination of my employment and any rights and benefits under the Employment Agreement (as defined in the Separation Agreement) and any other agreements entered into by and between the Company and you in connection with your employment with the Company. I understand and agree that this General Release of All Claims (“ReleaseesRelease”) from ALL CLAIMSis a full and complete waiver of all claims including, LIABILITIESwithout limitation, DEMANDS AND CAUSES OF ACTION which he may by law releaseclaims of wrongful discharge, as well as all contractual obligations not expressly set forth in this Agreementconstructive discharge, whether known or unknownbreach of contract, fixed or contingent, that he may have or claim to have against any Releasee for any reason as breach of the date covenant of execution good faith and fair dealing, harassment, retaliation, discrimination, violation of this Agreement. This Release and Covenant Not To Xxx includespublic policy, but is not limited todefamation, invasion of privacy, interference with a leave of absence, fraud, estoppel, personal injury, emotional distress or other common law 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 Fair Labor Standards Act, the Equal Pay Act of 1963, the Americans With Disabilities Act, the Civil Rights Act of 1866, the Age Discrimination in Employment Act of 1967 (ADEA), the Older Workers Benefit Protection Act, the Conscientious Employee Protection 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 ActAct of 1974 (ERISA), the Equal Pay Act, the Occupational Safety or any other federal or state law or regulation relating to employment or employment discrimination. I fully understand 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 agree that this is a general release and it is to be broadly construed as a release of Release includes all claims, except known and unknown, to the greatest extent permitted by applicable law. However, this Release covers only those claims that canarose prior to the execution of this Release. Execution of this Release does not bar any claim that arises hereafter, including (without limitation) a claim for breach of this Release. I also hereby agree that nothing contained in this Release shall constitute or be released treated as an admission of liability or wrongdoing by the Releasees or me. If any provision of this Release is found to be unenforceable, it shall not affect the enforceability of the remaining provisions and the court shall enforce all remaining provisions to the full extent permitted by law. This Agreement shall not Release and the Separation Agreement, as well as the agreements and plans referred to therein, constitute the entire agreement between me and Releasees with regard to the subject matter of this Release. They supersede any other agreements, representations or understandings, whether oral or written and whether express or implied, which relate to the subject matter hereof. This Release may only be modified in any way be construed as an admission a written document signed by me and a duly authorized officer of the Company. I agree that the Company shall have no duty to provide to me the Severance Benefits described in the Separation Agreement unless and until I have returned to the Company any and all of the Company’s property in my possession or under my control (including, but not limited to, cellular phones; computers; keys; credit cards; access badges; company files or documents, including copies thereof; or facsimile machines). I agree not to disclose to others the terms of this Release, except that I may disclose such information to my spouse and to my attorney or accountant in order for my attorney or accountant to render services to me related to this Release. I hereby acknowledge that I have read and understand this Release and that I sign it voluntarily and without coercion. I further acknowledge that I was given an opportunity to consider and review this Release and to consult with an attorney of my own choosing at my own expense concerning the waivers contained in this Release and that the waivers are knowing, conscious and with full appreciation that at no time in the future may I pursue any of the Releasees rights that I waived in this Release. I understand that I have the right to consult with an attorney before signing this Release. I also understand that, as provided under the Older Workers Benefit Protection Act of wrongdoing 1990, I have 21 days after receipt of this Release to review and consider this Release, discuss it with an attorney of my own choosing, and decide to sign it or liability not sign it. I also understand that I may revoke this Release during a period of seven (7) days after I sign it (the “Revocation Period”) and that this Release will not become effective until the eighth day after I sign it (and then only if I do not revoke it). In order to revoke this Release, within seven (7) days after I sign this Release I must deliver to the Company a letter expressly stating that I am revoking this Release. I understand that if I choose to revoke this Release during the Revocation Period, I will not receive any Separation Benefits and the Release will have no effect. Notwithstanding anything to the contrary in this Release, nothing herein constitutes a release or that Executive has waiver by me of (i) the Company’s obligations to me under the Separation Agreement; (ii) any rights against or claims that may arise as a result of events occurring after the Company or any termination of my employment with the Releasees. Executive represents and agrees that he has not transferred or assigned, to any person or entity, Company; (iii) any claim for indemnification or advances in connection therewith under the Company’s policies; or (iv) any rights which I am prohibited from releasing or waiving by law. Before signing my name to this Release, I state that: I have read it, I understand it, I know that he is releasing in this Paragraph 3.I am giving up important rights, I am aware of my right to consult an attorney before signing it, and I have signed it knowingly and voluntarily. Date: May 11, 2016 /s/ Xxxx X. Xxxxxxxx Xxxx X. Xxxxxxxx
Appears in 1 contract
Samples: VirtualScopics, Inc.
General Release of Claims. In This General Release of Claims (the “General Release”) is being executed by Xxxxxx X. Xxxxxxx (the “Executive”), for and in consideration of the payments amounts payable under Retention Incentive Agreement (the “Agreement”) entered into between him and INEI Corporation (the “Company”), of which this General Release has been made to him by the Company a part, and the promises contained in this Agreementfor other good and sufficient consideration, receipt of which is hereby acknowledged. The Executive agrees as follows: The Executive, on behalf of himself and his agents agents, heirs, executors, administrators, successors and successors in interestassigns, hereby UNCONDITIONALLY RELEASES AND DISCHARGES releases and forever discharges the Company, its successorsand any and all of the affiliates, subsidiariesstockholders, parent companies (includingofficers, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneysdirectors, employees, membersagents, managerscounsel, officers and directors (collectivelysuccessors and assigns of the Company, the “Releasees”) from ALL CLAIMSany and all complaints, LIABILITIESclaims, DEMANDS AND CAUSES OF ACTION demands, damages, lawsuits, actions, and causes of action which he has or 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 one or more of them for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includeswhatsoever in law or in equity, but is not limited to, claims arising under federal, state or local laws prohibiting other law, whether the same be upon statutory claim, contract, tort or other basis, arising from or relating to his employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on with the Company’s rights to terminate its employees , or to take any other the termination of his employment actionfrom the Company, 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 federalclaims relating to any Company employment contract or any stock option plan or agreement, state and local any employment laws statute or regulation, or any employment discrimination law, including without limitation but not limited to the Age Discrimination in Employment ActAct of 1967, the Older Workers Benefit Protection Actas amended, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981as amended, the Americans With with Disabilities ActAct of 1990, as amended, the Family and Medical Leave ActCivil Rights Act of 1866, the Genetic Information Nondiscrimination ActEqual Pay Act of 1963, the anti-retaliation provisions of the Fair Labor Standards Actas amended, all state and local laws, regulations and ordinances prohibiting discrimination in employment, and other laws and regulations relating to employment, including but not limited to the Employee Retirement Income Security ActAct of 1974, as amended. The Executive agrees, without limiting the Equal Pay Actgenerality of the above release, the Occupational Safety not to file any claim or lawsuit seeking damages or other relief and Health Act, the Worker Adjustment asserting any claims that are lawfully released in this Paragraph. The Executive further hereby irrevocably and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and unconditionally waives any and all other local, state, rights to recover any relief and federal law damages concerning the claims arising under statute that are lawfully released in this Paragraph. The Executive represents and warrants that he has not previously filed 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 joined 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 such claims against the Company or any of the Releasees. Executive represents its affiliates or subsidiaries, and agrees that he has not transferred given or assignedsold any portion of any claims released herein to anyone else, to and that he will indemnify and hold harmless the persons and entities released herein from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any person such assignment or entitytransfer. The Executive acknowledges that this is a General Release, any claim and he agrees and understands that he is specifically releasing all claims under the Age Discrimination in Employment Act, as amended, 29 U.S.C. § 621 et seq. The Executive acknowledges that he has read and understands the foregoing General Release and executes it voluntarily and without coercion. He further acknowledges that he is being advised herein in writing to consult with an attorney prior to executing this Paragraph 3.General Release, and that he has had more than twenty-one (21) days within which to consider this General Release. The Executive understands that he has seven days following his execution of this General Release to revoke it in writing, and that this General Release is not effective or enforceable until after this seven-day period. For such revocation to be effective, notice must be received by the Special Committee, at the principal office of the Company, no later than 11:59 p.m. on the seventh calendar day after the date on which the Executive has signed this General Release. The Executive expressly agrees that, in the event he revokes this General Release, the Company shall not be obligated to pay him the Stay Bonus or the Severance Pay, as such terms are defined in Section 4 of the Agreement. Notwithstanding any other provision of this General Release to the contrary or potentially interpretable to the contrary, it is expressly agreed and understood that the Executive is not releasing hereunder any rights or potential claims for indemnification as otherwise available to the Executive as an officer, director, agent or in any other capacity. Date Xxxxxx X. Xxxxxxx
Appears in 1 contract
Samples: Retention Incentive Agreement (Insituform East 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; 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: Separation Agreement and General Release (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 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 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 and Release of Claims (HF Foods Group Inc.)
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: Letter Agreement and Release (Element Solutions 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
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
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
General Release of Claims. In consideration This Supplemental Release of Claims (the “Supplemental Release”) releases all claims against Select Interior Concepts, Inc. (the “Company”) that may have arisen between the date Executive signed the CONFIDENTIAL SEPARATION, CONSULTING AND RELEASE AGREEMENT on November [ ], 2020 (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 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 and Release Agreement (Select Interior Concepts, 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
General Release of Claims. In This General Release of Claims (the “General Release”) is being executed by Xxxxxx Xx. Xxxxxxx (the “Executive”), for and in consideration of the payments amounts payable under Retention Incentive Agreement (the “Agreement”) entered into between him and INEI Corporation (the “Company”), of which this General Release has been made to him by the Company a part, and the promises contained in this Agreementfor other good and sufficient consideration, receipt of which is hereby acknowledged. The Executive agrees as follows: The Executive, on behalf of himself and his agents agents, heirs, executors, administrators, successors and successors in interestassigns, hereby UNCONDITIONALLY RELEASES AND DISCHARGES releases and forever discharges the Company, its successorsand any and all of the affiliates, subsidiariesstockholders, parent companies (includingofficers, without limitation, Prime Meridian Holding Company), assigns, joint ventures, and affiliated companies and their respective agents, legal representatives, shareholders, attorneysdirectors, employees, membersagents, managerscounsel, officers and directors (collectivelysuccessors and assigns of the Company, the “Releasees”) from ALL CLAIMSany and all complaints, LIABILITIESclaims, DEMANDS AND CAUSES OF ACTION demands, damages, lawsuits, actions, and causes of action which he has or 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 one or more of them for any reason as of the date of execution of this Agreement. This Release and Covenant Not To Xxx includeswhatsoever in law or in equity, but is not limited to, claims arising under federal, state or local laws prohibiting other law, whether the same be upon statutory claim, contract, tort or other basis, arising from or relating to his employment discrimination; claims arising under severance plans and contracts; and claims growing out of any legal restrictions on with the Company’s rights to terminate its employees , or to take any other the termination of his employment actionfrom the Company, 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 federalclaims relating to any Company employment contract or any stock option plan or agreement, state and local any employment laws statute or regulation, or any employment discrimination law, including without limitation but not limited to the Age Discrimination in Employment ActAct of 1967, the Older Workers Benefit Protection Actas amended, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981as amended, the Americans With with Disabilities ActAct of 1990, as amended, the Family and Medical Leave ActCivil Rights Act of 1866, the Genetic Information Nondiscrimination ActEqual Pay Act of 1963, the anti-retaliation provisions of the Fair Labor Standards Actas amended, all state and local laws, regulations and ordinances prohibiting discrimination in employment, and other laws and regulations relating to employment, including but not limited to the Employee Retirement Income Security ActAct of 1974, as amended. The Executive agrees, without limiting the Equal Pay Actgenerality of the above release, the Occupational Safety not to file any claim or lawsuit seeking damages or other relief and Health Act, the Worker Adjustment asserting any claims that are lawfully released in this Paragraph. The Executive further hereby irrevocably and Retraining Notification Act, the Employee Polygraph Protection Act, the Fair Credit Reporting Act, and unconditionally waives any and all other local, state, rights to recover any relief and federal law damages concerning the claims arising under statute that are lawfully released in this Paragraph. The Executive represents and warrants that he has not previously filed 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 joined 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 such claims against the Company or any of the Releasees. Executive represents its affiliates or subsidiaries, and agrees that he has not transferred given or assignedsold any portion of any claims released herein to anyone else, to and that he will indemnify and hold harmless the persons and entities released herein from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any person such assignment or entitytransfer. The Executive acknowledges that this is a General Release, any claim and he agrees and understands that he is specifically releasing all claims under the Age Discrimination in Employment Act, as amended, 29 U.S.C. § 621 et seq. The Executive acknowledges that he has read and understands the foregoing General Release and executes it voluntarily and without coercion. He further acknowledges that he is being advised herein in writing to consult with an attorney prior to executing this Paragraph 3.General Release, and that he has had more than twenty-one (21) days within which to consider this General Release. The Executive understands that he has seven days following his execution of this General Release to revoke it in writing, and that this General Release is not effective or enforceable until after this seven-day period. For such revocation to be effective, notice must be received by the Special Committee, at the principal office of the Company, no later than 11:59 p.m. on the seventh calendar day after the date on which the Executive has signed this General Release. The Executive expressly agrees that, in the event he revokes this General Release, the Company shall not be obligated to pay him the Stay Bonus or the Severance Pay, as such terms are defined in Section 4 of the Agreement. Notwithstanding any other provision of this General Release to the contrary or potentially interpretable to the contrary, it is expressly agreed and understood that the Executive is not releasing hereunder any rights or potential claims for indemnification as otherwise available to the Executive as an officer, director, agent or in any other capacity. Date Xxxxxx Xx. Xxxxxxx
Appears in 1 contract
Samples: Retention Incentive Agreement (Insituform East Inc)