General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, knowingly and voluntarily forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claims, causes of action, allegations, rights, obligations, liabilities or charges (collectively, “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, including, without limitation, claims for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 4 contracts
Sources: Transition Agreement (Bank of New York Co Inc), Transition Agreement (Bank of New York Co Inc), Transition Agreement (Bank of New York Co Inc)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Executive (or your Executive’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseRelease arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this Release, you Executive further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Executive’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 4 contracts
Sources: Employment Agreement (JBG SMITH Properties), Employment Agreement (JBG SMITH Properties), Employment Agreement (JBG SMITH Properties)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Releasor knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties Releasees from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Releasor (or your Releasor’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, including all claims arising under or in connection with Releasor’s employment, or termination or resignation of employment with the Employer, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974 (“ERISA”), the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and suffering; and punitive or exemplary damages (the Company and its affiliates (and their respective predecessors) or the termination of that employment“Released Matters”). In addition, in consideration of the provisions of this Release, you Releasor further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Releasor’s favor as of the Release Effective Release Date (as defined below). You also understand you are releasing Thus, notwithstanding the purpose of implementing a full and complete release and discharge of the claims released by this Release, Releasor expressly acknowledges that this Release is intended to include in its effect, without limitation, all claims which Releasor does not know or suspect to exist in his favor at the time of execution hereof arising out of or relating in any rights or claims concerning bonus(es) way to the subject matter of the actions referred to herein above and that this Release contemplates the extinguishment of any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementsuch claims.
Appears in 3 contracts
Sources: Executive Employment Agreement (Cronos Group Inc.), Executive Employment Agreement (Cronos Group Inc.), Employment Agreement (Cronos Group Inc.)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Employee (or your Employee’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, arising under or in connection with Employee’s employment or termination of employment with Employer, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including, without limitation, rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974 (“ERISA”), the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and suffering; and punitive or exemplary damages (the Company and its affiliates (and their respective predecessors) or the termination of that employment“Released Matters”). In addition, in consideration of the provisions of this Release, you Employee further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Employee’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 3 contracts
Sources: Employment Agreement (First Busey Corp /Nv/), Employment Agreement (First Busey Corp /Nv/), Employment Agreement (First Busey Corp /Nv/)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimsactions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, or charges (collectively, “Claims”) that you he (or your his heirs, executors, administrators, successors and assigns) have has or may have, whether known or unknown, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseRelease arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation, claims for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive constructive, or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ ; attorneys’ fees; whistleblower claims; emotional distress’ ; intentional infliction of emotional distress’ ; assault’ ; battery; , pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993Act, the New York State and New York City anti-discrimination lawsHuman Rights Laws, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your Executive’s employment with the Company and its affiliates (and their respective predecessorstogether, as constituted from time to time, the “Group”) or the termination of that employment. In addition, in consideration of the provisions of this Release, you the Executive further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims that are known or suspected to exist in your Executive’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 3 contracts
Sources: Employment Agreement (Claiborne Liz Inc), Employment Agreement (Claiborne Liz Inc), Severance Benefits Agreement (Claiborne Liz Inc)
General Release. YouIn return for the good and valuable consideration provided in the Employment Agreement, for yourself and for your Executive, on behalf of himself, his heirs, executors, administrators, successors and assignsassigns (collectively referred to as the "Releasing Executive"), knowingly hereby releases and voluntarily forever waivedischarges the Company, terminateits Affiliates (as such term is defined in the Employment Agreement), canceland their respective officers, release directors, employees, shareholders, agents, successors and discharge assigns (collectively referred to as "the Released Parties Company"), from and against any and all legally waivable claims, actions or causes of action, allegationssuits, rightsdebts, obligationsdues, liabilities sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, extents, executions, claims, and demands whatsoever, in law, admiralty or charges (collectivelyequity, “Claims”) that you (which against the Released Company, the Releasing Executive ever had, now has or your heirshereafter, executorscan, administrators, successors and assigns) have shall or may havehave against the Released Company through the date Executive executes this Agreement, whether known including for, upon, or unknown, by reason of Executive's employment or termination of employment with the Released Company and any matterdisagreements with respect to such employment through the day he executes this Agreement, cause or thing occurring at any time before and including the date of this Release, including, without limitation, claims for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful wrongful discharge or dismissal; impairment other tort, and all rights under federal, state or local law, including those that prohibit race, sex, age, religion, national origin, handicap, disability or other forms of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of , including but not limited to, the Equal Pay Age Discrimination in Employment Act, as amended, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, any state or local human rights laws, and all claims under the Age Discrimination Employment Act of 1967 (“ADEA”)Workers' Compensation laws, the Equal Pay Act, the National Labor Relations Act, as amended, the Americans with Disabilities Act of 1991Act, the Federal Rehabilitation Act, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 19901974, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989as amended, the Family and Medical Leave Act of 1993Act, the New York State and New York City anti-discrimination lawsclaims arising under any contract, side letter, offer letter, policy, practice, program or plan, including all amendments to any of the aforementioned acts; and violations of any other federalclaims for severance pay, stateincentive compensation, change in control payments, bonus, or municipal fair employment statutes other compensation or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementbenefits.
Appears in 3 contracts
Sources: Employment Agreement (Metromedia International Group Inc), Employment Agreement (Metromedia International Group Inc), Employment Agreement (Metromedia International Group Inc)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Releasor knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties Releasees from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Releasor (or your Releasor’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, including all claims arising under or in connection with Releasor’s employment, or termination or resignation of employment with the Employer, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974 (“ERISA”), the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and suffering; and punitive or exemplary damages (the Company and its affiliates (and their respective predecessors) or the termination of that employment“Released Matters”). In addition, in consideration of the provisions of this Release, you ▇▇▇▇▇▇▇▇ further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Releasor’s favor as of the Release Effective Release Date (as defined below). You also understand you are releasing Thus, notwithstanding the purpose of implementing a full and complete release and discharge of the claims released by this Release, Releasor expressly acknowledges that this Release is intended to include in its effect, without limitation, all claims which Releasor does not know or suspect to exist in his favor at the time of execution hereof arising out of or relating in any rights or claims concerning bonus(es) way to the subject matter of the actions referred to herein above and that this Release contemplates the extinguishment of any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementsuch claims.
Appears in 2 contracts
Sources: Separation Agreement (Cronos Group Inc.), Retirement Agreement (Cronos Group Inc.)
General Release. You(a) On behalf of myself, for yourself and for your my heirs, executors, administrators, successors and assigns, knowingly I irrevocably and voluntarily unconditionally release, waive and forever waive, terminate, cancel, release and discharge the Released Parties Company, its members, divisions, subsidiaries, affiliates and related companies, including the Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from and against any and all legally waivable claims, demands, actions, causes of action, allegationscosts, rightsfees and all liability whatsoever, obligationswhether known or unknown, liabilities fixed or charges contingent, suspected or unsuspected (collectively, “Claims”) that you (or your heirs), executorswhich I had, administratorshave, successors and assigns) have or may have, whether known have against Releasees relating to or unknown, arising out of my employment by reason of any matter, cause or thing occurring at any time before separation from the Company and including the date of this Releaseits direct and indirect subsidiaries and parents, including, without limitation, Orthofix International N.V. (collectively, the “Company Group”), up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release includes, without limitation: (i) claims for compensation at law or bonuses equity or sounding in contract (express or implied) or tort; (ii) claims arising under any federal, state or local laws of any jurisdiction that prohibit age, sex, race, national origin, color, disability, religion, veteran or military status, sexual orientation or any other form of discrimination, harassment or retaliation (including, without limitation, any claim for an award under any compensation plan or arrangement); breach the Civil Rights Act of contract; tort; wrongful1866, abusivethe Age Discrimination in Employment Act, unfairthe Older Workers Benefit Protection Act, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Rehabilitation Act, the Older Workers Benefit Protection Act of 1990Family and Medical Leave Act, the S▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 20021994, the Worker Adjustment and Retraining Notification Act of 1989▇▇▇▇▇ Civil Rights Act, the Family and Medical Leave Act of 1993or any other federal, the New York State and New York City anti-discrimination state or local laws, including all amendments to any of the aforementioned actsregulations and ordinances governing discrimination, harassment or retaliation in employment; and violations the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or municipal fair employment statutes or laws, including, without limitation, violations of any other common law, rulestatute, regulation or ordinance pertaining to employment, wages, compensation, hours worked, decision); (iii) claims arising under the Employee Retirement Income Security Act; or (iv) any other matters statutory or common law claims related in any way to your my employment with the Company and its affiliates (and their respective predecessors) or my separation from the termination of that employmentCompany. In addition, in consideration I further covenant not to ▇▇▇ any of the provisions Releasees with respect to any matters released hereby.
(b) This release does not include a release or waiver of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) I have, or might subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, this Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, this Release shall remain in full force and effect regardless of any award(sclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, my sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, and nothing in this Release is intended to waive, any right to coverage under any directors and officers insurance coverage, if any, provided by the Company, the Company Group, or any member of the Company Group, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or grant(sthe National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE.
(c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer.
(d) I acknowledge that I have been given an opportunity of twenty-one (21) days to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc. Senior Vice President, General Counsel and Corporate Secretary, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under any incentive compensation plan or program, except this Release and all obligations under the Employment Agreement as specifically set forth in provided therein. This Release shall be effective on the Transition Agreementeighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as provided herein.
Appears in 2 contracts
Sources: Employment Agreement (Orthofix International N V), Employment Agreement (Orthofix International N V)
General Release. YouExcept as provided in paragraphs 6, 11, and 13 below and except for yourself the provisions of the Plan which expressly survive my retirement with the Company, I knowingly and voluntarily (for your myself, my heirs, executors, administrators, successors administrators and assigns, knowingly and voluntarily forever waive, terminate, cancel, ) release and forever discharge the Company and the other Released Parties from and against any and all legally waivable claims, suits, controversies, actions, causes of action, allegationscross-claims, rightscounter‑claims, obligationsdemands, debts, compensatory damages, liquidated damages, punitive or exemplary damages, other damages, claims for costs and attorneys' fees, or liabilities or charges of any nature whatsoever in law and in equity, both past and present (collectively, “Claims”through the date that this General Release becomes effective and enforceable) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason suspected, or claimed against the Company or any of the Released Parties which I, my spouse, or any matterof my heirs, cause executors, administrators or thing occurring at any time before and including assigns, may have, which arise out of or are connected with my employment with, or my separation or termination from, the date of this ReleaseCompany, including, without limitation, claims for compensation or bonuses (including, without limitationbut not limited to, any allegation, claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongfulviolation, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, arising under: Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 1991, ; the Age Discrimination in Employment Act of 1967 1967, as amended (“ADEA”including the Older Workers Benefit Protection Act); the Equal Pay Act of 1963, as amended; the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, as amended; the Family and Medical Leave Act of 1993, ; the New York State Worker Adjustment Retraining and New York City anti-discrimination laws, including all amendments to Notification Act; the Employee Retirement Income Security Act of 1974; any of the aforementioned actsapplicable Executive Order Programs; and violations of or their state or local counterparts; or under any other federal, state or local civil or human rights law, or under any other local, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other federal law, rule, regulation or ordinance pertaining to employmentordinance; or under any public policy, wages, compensation, hours workedcontract or tort, or under common law; or arising under any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) policies, practices or the termination of that employment. In addition, in consideration procedures of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States Company; or any claim for wrongful discharge, breach of contract, infliction of emotional distress, defamation; or any claim for costs, fees, or other country that limit a general release to those claims that are known or suspected to exist expenses, including attorneys' fees incurred in your favor as these matters (all of the Effective Release Date (foregoing collectively referred to herein as defined belowthe "Claims"). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 2 contracts
Sources: Retirement Agreement, Retirement Agreement (Walgreen Co)
General Release. YouIn consideration of the additional benefits provided by the Company to the Executive, for yourself the Executive, with full understanding of the contents and for your legal effect of this Release and having the right and opportunity to consult with his counsel, releases and discharges the Company, its shareholders, officers, directors, supervisors, managers, employees, agents, representatives, attorneys, parent companies, divisions, subsidiaries and affiliates, and its predecessors, successors, heirs, executors, administrators, successors and assigns, knowingly and voluntarily forever waive, terminate, cancel, release and discharge the assigns (“Released Parties Parties”) from and against any and all legally waivable claims, actions, causes of action, allegationsgrievances, rightssuits, obligationscharges, liabilities or charges (collectivelycomplaints of any kind or nature whatsoever, “Claims”) that you (he ever had or your heirs, executors, administrators, successors and assigns) have or may havenow has, whether fixed or contingent, liquidated or unliquidated, known or unknown, by reason of suspected or unsuspected, and whether arising in tort, contract, statute or equity, before any matterfederal, cause state, local, or thing occurring at any time before and including the date of this Releaseprivate court, includingagency, without limitationarbitrator, claims for compensation mediator, or bonuses (includingother entity, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations regardless of the Equal Pay Actrelief or remedy. Without limiting the generality of the foregoing, it being the intention of the parties to make this Release as broad and as general as the law permits, this Release specifically includes any and all claims arising from any alleged violation by the Released Parties under the Age Discrimination in Employment Act of 1967, as amended; Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 19911866, as amended by the Age Discrimination Employment Civil Rights Act of 1967 1991 (“ADEA”42)-U.S.C. Section 1981); the Rehabilitation Act of 1973, as amended; the Employee Retirement Security Act of 1974, as amended; the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, ; the Family and Medical Leave Act Act; the Equal Pay Act; Executive Order 11246; Executive Order 11141; and any other statutory claim, employment or other contract claim, or common or civil law claim for wrongful discharge, defamation, or invasion of 1993privacy arising out of or involving his employment with the Company, the New York State and New York City anti-discrimination laws, including all amendments to any termination of his employment with the aforementioned acts; and violations of any other federal, stateCompany, or municipal fair employment statutes or laws, including, without limitation, violations involving any continuing effects of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your his employment with the Company and its affiliates (and their respective predecessors) or termination of employment with the Company. The foregoing notwithstanding, the Executive shall not be deemed under this Agreement to have waived or released any rights he may have under the Agreement, the Ancillary Agreement, or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Indemnity Agreement.
Appears in 2 contracts
Sources: Termination Agreement, Resignation Agreement (Offshore Logistics Inc)
General Release. YouExcept as provided in paragraphs 6 and 19 below and except for the provisions of the Plan which expressly survive my retirement with the Company, I knowingly and voluntarily (for yourself and for your myself, my heirs, executors, administrators, successors administrators and assigns, knowingly and voluntarily forever waive, terminate, cancel, ) release and forever discharge the Company and the other Released Parties from and against any and all legally waivable claims, suits, controversies, actions, causes of action, allegationscross-claims, rightscounter-claims, obligationsdemands, debts, compensatory damages, liquidated damages, punitive or exemplary damages, other damages, claims for costs and attorneys’ fees, or liabilities or charges of any nature whatsoever in law and in equity, both past and present (collectively, “Claims”through the date that this General Release becomes effective and enforceable) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason suspected, or claimed against the Company or any of the Released Parties which I, my spouse, or any matterof my heirs, cause executors, administrators or thing occurring at any time before and including assigns, may have, which arise out of or are connected with my employment with, or my separation or termination from, the date of this ReleaseCompany, including, without limitation, claims for compensation or bonuses (including, without limitationbut not limited to, any allegation, claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongfulviolation, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, arising under: Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 1991, ; the Age Discrimination in Employment Act of 1967 1967, as amended (“ADEA”including the Older Workers Benefit Protection Act); the Equal Pay Act of 1963, as amended; the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, as amended; the Family and Medical Leave Act of 1993, ; the New York State Worker Adjustment Retraining and New York City anti-discrimination laws, including all amendments to Notification Act; the Employee Retirement Income Security Act of 1974; any of the aforementioned actsapplicable Executive Order Programs; and violations of or their state or local counterparts; or under any other federal, state or local civil or human rights law, or under any other local, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other federal law, rule, regulation or ordinance pertaining to employmentordinance; or under any public policy, wages, compensation, hours workedcontract or tort, or under common law; or arising under any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) policies, practices or the termination of that employment. In addition, in consideration procedures of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States Company; or any claim for wrongful discharge, breach of contract, infliction of emotional distress, defamation; or any claim for costs, fees, or other country that limit a general release to those claims that are known or suspected to exist expenses, including attorneys’ fees incurred in your favor as these matters (all of the Effective Release Date (foregoing collectively referred to herein as defined belowthe “Claims”). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 2 contracts
Sources: Retirement Agreement, Retirement Agreement (Walgreen Co)
General Release. YouExcept as set forth in Section 4 below, for yourself the Employee, of his own free will, voluntarily releases and for your forever discharges the Company and its subsidiaries and affiliates, and each of their respective past and present agents, employees, managers, representatives, officers, directors, attorneys, accountants, trustees, shareholders, partners, insurers, heirs, predecessors-in-interest, advisors, successors and assigns (collectively, the “Released Parties”) from any and all past or present causes of action, suits, agreements or other rights or claims which the Employee, his dependents, relatives, heirs, executors, administrators, successors and assigns, knowingly and voluntarily forever waive, terminate, cancel, release and discharge assigns has or have against any of the Released Parties from and against any and all legally waivable claims, causes of action, allegations, rights, obligations, liabilities upon or charges (collectively, “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason of any mattermatter arising out of his employment by the Company and the cessation of said employment, cause or thing occurring at any time before and including the date of this Release, including, without limitation, claims for compensation or bonuses (including, without limitationbut not limited to, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII alleged violation of the Civil Rights Acts of 1964 and 1991, the Equal Pay Act of 1964, the Civil Rights Act of 19911963, the Age Discrimination in Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, including the Older Workers Benefit Protection Act of 1990), the S▇▇▇▇▇▇▇-▇▇▇▇▇ Rehabilitation Act of 2002, the Worker Adjustment and Retraining Notification Act of 19891973, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAmericans with Disabilities Act of 1990, including all amendments to any the Employment Retirement Income Security Act of 1974, the Nevada Fair Employment Practices Act, the labor laws of the aforementioned acts; United States and violations of Nevada, and any other federal, state, state or municipal fair employment statutes or laws, including, without limitation, violations of any other local law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours workedordinance, or public policy, contract or tort law, common or statutory, providing a cause of action that can be the subject of a release under applicable law, having any other matters related in any way to your bearing whatsoever on the terms and conditions or cessation of his employment with the Company and its affiliates (and their respective predecessors) Company, which may have arisen, or which may arise, prior to or at the termination of that employment. In addition, in consideration time of the provisions execution of this Release, you further agree . Nothing in this Release shall be construed to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor cannot be waived as a matter of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementlaw.
Appears in 2 contracts
Sources: Employment Agreement (Red Rock Resorts, Inc.), Employment Agreement (Station Casinos LLC)
General Release. You(a) On behalf of myself, for yourself and for your my heirs, executors, administrators, successors and assigns, knowingly I and voluntarily unconditionally release, waive and forever waive, terminate, cancel, release and discharge the Released Parties Company, its members, divisions, subsidiaries, affiliates and related companies, including the Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from and against any and all legally waivable claims, demands, actions, causes of action, allegationscosts, rightsfees and all liability whatsoever, obligationswhether known or unknown, liabilities fixed or charges contingent, suspected or unsuspected (collectively, “Claims”) that you (or your heirs), executorswhich I had, administratorshave, successors and assigns) have or may have, whether known have against Releasees relating to or unknown, arising out of my employment by reason of any matter, cause or thing occurring at any time before separation from the Company and including the date of this Releaseits direct and indirect subsidiaries and parents, including, without limitation, Orthofix International N.V. (collectively, the “Company Group”), up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release includes, without limitation: (i) claims for compensation at law or bonuses equity or sounding in contract (express or implied) or tort; (ii) claims arising under any federal, state or local laws of any jurisdiction that prohibit age, sex, race, national origin, color, disability, religion, veteran or military status, sexual orientation or any other form of discrimination, harassment or retaliation (including, without limitation, any claim for an award under any compensation plan or arrangement); breach the Civil Rights Act of contract; tort; wrongful1866, abusivethe Age Discrimination in Employment Act, unfairthe Older Workers Benefit Protection Act, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Rehabilitation Act, the Older Workers Benefit Protection Act of 1990Family and Medical Leave Act, the S▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 20021994, the Worker Adjustment and Retraining Notification Act of 1989▇▇▇▇▇ Civil Rights Act, the Family and Medical Leave Act of 1993or any other federal, the New York State and New York City anti-discrimination state or local laws, including all amendments to any of the aforementioned actsregulations and ordinances governing discrimination, harassment or retaliation in employment; and violations the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or municipal fair employment statutes or laws, including, without limitation, violations of any other common law, rulestatute, regulation or ordinance pertaining to employment, wages, compensation, hours worked, decision); (iii) claims arising under the Employee Retirement Income Security Act; or (iv) any other matters statutory or common law claims related in any way to your my employment with the Company and its affiliates (and their respective predecessors) or my separation from the termination of that employmentCompany. In addition, in consideration I further covenant not to ▇▇▇ any of the provisions Releasees with respect to any matters released hereby.
(b) This release does not include a release or waiver of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) I have, or might subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, this Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, this Release shall remain in full force and effect regardless of any award(sclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, my sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, and nothing in this Release is intended to waive, any right to coverage under any directors and officers insurance coverage, if any, provided by the Company, the Company Group, or any member of the Company Group, or any right to indemnification or expense advancement under any indemnification agreement, or any applicable Company Group articles of incorporation, bylaws or similar organizational document, if any, in each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or grant(sthe National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE.
(c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer.
(d) I acknowledge that I have been given an opportunity of [twenty one (21) / forty five (45)]1 to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc., Chief Administrative Officer, General Counsel and Corporate Secretary, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under any incentive compensation plan or program, except this Release and all obligations under the Employment Agreement as specifically set forth in provided therein. This Release shall be effective on the Transition Agreementeighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as provided herein.
Appears in 2 contracts
Sources: Employment Agreement (Orthofix International N V), Employment Agreement (Orthofix International N V)
General Release. YouExcept as to the Surviving Claims (defined in Section 2 below), for yourself and for your heirs, executors, administrators, successors and assigns, Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Employee (or your Employee’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, including all claims arising under or in connection with Employee’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974 (“ERISA”), the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and suffering; and punitive or exemplary damages (the Company and its affiliates (and their respective predecessors) or the termination of that employment“Released Matters”). In additionaddition and except as to Surviving Claims, in consideration of the provisions of this Release, you Employee further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Employee’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 2 contracts
Sources: Plan Sponsor Agreement, Plan Sponsor Agreement (Quality Care Properties, Inc.)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Executive (or your Executive’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseRelease arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this Release, you Executive further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Executive’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 2 contracts
Sources: Employment Agreement (JBG SMITH Properties), Employment Agreement (JBG SMITH Properties)
General Release. You(a) On behalf of myself, for yourself and for your my heirs, executors, administrators, successors and assigns, knowingly I and voluntarily unconditionally release, waive and forever waive, terminate, cancel, release and discharge the Released Parties Company, its members, divisions, subsidiaries, affiliates and related companies, including the Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from and against any and all legally waivable claims, demands, actions, causes of action, allegationscosts, rightsfees and all liability whatsoever, obligationswhether known or unknown, liabilities fixed or charges contingent, suspected or unsuspected (collectively, “Claims”) that you (or your heirs), executorswhich i had, administratorshave, successors and assigns) have or may have, whether known have against Releasees relating to or unknown, arising out of my employment by reason of any matter, cause or thing occurring at any time before separation from the Company and including the date of this Releaseits direct and indirect subsidiaries and parents, including, without limitation, Orthofix International N.V. (collectively, the “Company Group”), up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release includes, without limitation: (i) claims for compensation at law or bonuses equity or sounding in contract (express or implied) or tort; (ii) claims arising under any federal, state or local laws of any jurisdiction that prohibit age, sex, race, national origin, color, disability, religion, veteran or military status, sexual orientation or any other form of discrimination, harassment or retaliation (including, without limitation, any claim for an award under any compensation plan or arrangement); breach the Civil Rights Act of contract; tort; wrongful1866, abusivethe Age Discrimination in Employment Act, unfairthe Older Workers Benefit Protection Act, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Rehabilitation Act, the Older Workers Benefit Protection Act of 1990Family and Medical Leave Act, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 20021994, the Worker Adjustment and Retraining Notification Act of 1989U▇▇▇▇ Civil Rights Act, the Family and Medical Leave Act of 1993or any other federal, the New York State and New York City anti-discrimination state or local laws, including all amendments to any of the aforementioned actsregulations and ordinances governing discrimination, harassment or retaliation in employment; and violations the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or municipal fair employment statutes or laws, including, without limitation, violations of any other common law, rulestatute, regulation or ordinance pertaining to employment, wages, compensation, hours worked, decision); (iii) claims arising under the Employee Retirement Income Security Act; or (iv) any other matters statutory or common law claims related in any way to your my employment with the Company and its affiliates (and their respective predecessors) or my separation from the termination of that employmentCompany. In addition, in consideration I further covenant not to s▇▇ any of the provisions Releasees with respect to any matters released hereby.
(b) This release does not include a release or waiver of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) I have, or might subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, this Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, this Release shall remain in full force and effect regardless of any award(sclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, my sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, and nothing in this Release is intended to waive, any right to coverage under any directors and officers insurance coverage, if any, provided by the Company, the Company Group, or any member of the Company Group, or any right to indemnification or expense advancement under any indemnification agreement, or any applicable Company Group articles of incorporation, bylaws or similar organizational document, if any, in each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers' compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or grant(sthe National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE.
(c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys' fees incurred as a result of any such assignment or transfer.
(d) I acknowledge that I have been given an opportunity of [twenty one (21) / forty five (45)]1 to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to J▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc. Senior Vice President, General Counsel and Corporate Secretary, 3▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under any incentive compensation plan or program, except this Release and all obligations under the Employment Agreement as specifically set forth in provided therein. This Release shall be effective on the Transition Agreementeighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as provided herein.
Appears in 1 contract
General Release. YouIn consideration of the payment in full of the Severance Benefits, for yourself Underwood hereby ▇▇▇▇▇▇▇▇▇ly and for your heirsunconditionally releases, executorsacquits, administratorsand forever discharges Lowe's, successors as well as each of Lowe's officers, directors, employees, subsidiaries, and assignsagents (Lowe's and Lowe's officers, knowingly directors, employees, subsidiaries and voluntarily forever waiveagents being collectively referred to herein as the "Releasees"), terminateor any of them, cancel, release and discharge the Released Parties from and against any and all legally waivable charges, complaints, claims, liabilities, obligations, promises, agreements, controversies, damages, actions, causes of action, allegationssuits, rights, obligationsdemands, liabilities or charges costs, losses, debts, and expenses (collectivelyincluding attorneys' fees and costs actually incurred), “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason of any matternature whatsoever, cause in law or thing occurring at equity, arising out of Underwood's emplo▇▇▇▇▇ ▇▇▇▇ Lowe's or the termination of Underwood's empl▇▇▇▇▇▇ ▇▇▇▇ Lowe's (other than any time before and including claim arising out of the date breach by Lowe's 3 of the terms of this ReleaseAgreement), including, without limitation, all claims for compensation asserted or bonuses (that could be asserted against Lowe's in any charge and any claims arising from any alleged violation by the Releasees of any federal, state, or local statutes, ordinances,or common law, including, without limitationbut not limited to, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Age Discrimination in Employment Act, Title VII Vll of the Civil Rights Act of 1964, as amended, the Equal Pay Act, the Americans with Disabilities Act, the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Rehabilitation Act of 1973, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Family and Medical Leave Act, the Older Workers Benefit Protection Civil Rights Act of 19901866, the Sand any other employment discrimination laws, as well as any other claims based on constitutional, statutory, common law, or regulatory grounds, as well as any claims based on theories of retaliation, wrongful or constructive discharge, breach of contract or implied covenant, fraud, misrepresentation, intentional and/or negligent infliction of emotional distress, or defamation ("Claim" or "Claims"), which Underwood now has, ▇▇▇▇, ▇r holds, or claims to have, own, or hold, or which Underwood had, ow▇▇▇-, ▇▇ held, or claimed to own at any time before execution of this Agreement, against any or all of the Releasees. Notwithstanding the foregoing, however, Underwood specifi▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination laws, including all amendments ▇▇▇s not release any right to any of the aforementioned acts; and violations or claim for payment of any other federaland all vested and nonforfeitable benefits, statepayments, or municipal fair employment statutes or lawsstock rights, including, without limitation, violations of any other lawall rights, ruleif any, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company under Lowe's ESOP and its affiliates 401 (and their respective predecessorsk) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementplans.
Appears in 1 contract
Sources: Release and Separation Agreement (Lowes Companies Inc)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, knowingly and voluntarily forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claims, causes of action, allegations, rights, obligations, liabilities or charges (collectively, “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, including, without limitation, claims for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
Sources: Transition Agreement (Bank of New York Mellon CORP)
General Release. YouIn exchange for the Company’s Separation Benefits, for yourself and for your heirs, executors, administrators, successors and assigns, knowingly and voluntarily forever waive, terminate, cancel, you release and discharge forever discharge, to the Released Parties maximum extent permitted by law, the Company and each of the other “Releasees” as defined below, from and against any and all legally waivable claims, causes of action, allegationscomplaints, rightslawsuits, obligationsdemands or liabilities of any kind, liabilities known or charges unknown by you, those that you may have already asserted or raised as well as those that you have never asserted or raised (collectively, collectively “Claims”) that you (or as described below which you, your heirs, executorsagents, administrators, successors and assigns) administrators or executors have or may havehave against the Company or any of the other Releasees arising out of or relating to any conduct, whether known matter, event or unknownomission existing or occurring before you sign this Agreement, by reason and any monetary or other personal relief for such Claims, including but not limited to the following: (i) any Claims having anything to do with your employment (including the cessation of your employment on the Effective Date) with the Company and/or any of its parent, subsidiary, related and/or affiliated companies; (ii) any Claims for severance, benefits, bonuses, incentive compensation, equity awards and interests, commissions and/or other compensation of any matter, cause kind; (iii) any Claims for reimbursement of expenses of any kind; (iv) any Claims for attorneys’ fees or thing occurring at costs; any time before and including Claims under the date of this Release, including, without limitation, claims for compensation or bonuses Employee Retirement Income Security Act (including, without limitation, any claim for an award under any compensation plan or arrangement“ERISA”); breach (v) any Claims of contract; tort; wrongfuldiscrimination and/or harassment based on age, abusivesex, unfairpregnancy, constructive race, religion, color, creed, disability, handicap, failure to accommodate, citizenship, marital status, national origin, ancestry, sexual orientation, gender identity, genetic information or unlawful discharge any other factor protected by Federal, State or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive Local law as enacted or exemplary damages; violations of the Equal Pay Act, amended (such as Title VII of the Civil Rights Act of 1964, Section 1981 of the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”)1866, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990Equal Pay Act, the S▇▇▇▇▇▇▇Genetic Information Non-▇▇▇▇▇ Discrimination Act and the Pennsylvania Human Relations Act) and any Claims for retaliation under any of 2002, the Worker Adjustment and Retraining Notification Act of 1989, foregoing laws; (vi) any Claims under the Family and Medical Leave Act Act; any Claims under the Pennsylvania constitution; any whistleblower or retaliation Claims; (vii) any Claims under your offer letter, dated August 26, 2015 (“Offer Letter”); (viii) any Claims for 1% GP Incentive Interest and any related sources of 1993cash flow as set forth in your Offer Letter or otherwise; and/or (ix) any other statutory, the New York State and New York City anti-discrimination lawsregulatory, including all amendments to any of the aforementioned acts; and violations common law or other Claims of any other federal, state, or municipal fair employment statutes or lawskind, including, without limitationbut not limited to, violations Claims for breach of any other lawcontract, rulelibel, regulation slander, fraud, wrongful discharge, promissory estoppel, equitable estoppel, violation of public policy, invasion of privacy, misrepresentation, emotional distress or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company pain and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementsuffering.
Appears in 1 contract
Sources: Separation Agreement and General Release (Stonemor Partners Lp)
General Release. YouEmployee covenants and agrees that Employee hereby irrevocably and unconditionally releases, for yourself acquits and for your heirsforever discharges Lowe's, executorsas well as each of Lowe's officers, administratorsdirectors, successors employees, subsidiaries, and assignsagents (Lowe's and Lowe's officers, knowingly directors, employees, subsidiaries and voluntarily forever waiveagents being collectively referred to herein as the "Releasees"), terminateor any of them, cancel, release and discharge the Released Parties from and against any and all legally waivable charges, complaints, claims, causes of action, allegations, rightsliabilities, obligations, liabilities or charges promises, demands, costs, losses, debts, and expenses (collectivelyincluding attorneys' fees and costs actually incurred), “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason of any matternature whatsoever, cause in law or thing occurring at equity, arising out of Employee's employment with Lowe's or the termination of Employee's employment with Lowe's (other than any time before and including claim arising out of the date breach by Lowe's of the terms of this ReleaseAgreement), including, without limitation, all claims for compensation asserted or bonuses (that could be asserted by Employee against Lowe's in any litigation arising from summonses and complaints filed in federal, state or municipal court asserting any claim arising from any alleged violation by the Releasees of any federal, state, or local statutes, ordinances, or common law, including, without limitationbut not limited to, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Age Discrimination in Employment Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991as amended, the Age Discrimination Employment Act of 1967 (“ADEA”)Equal Pay Act, the Americans with Disabilities Act of 1991Act, the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Rehabilitation Act of 19901973, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Civil Rights Act of 2002, the Worker Adjustment and Retraining Notification Act of 19891991, the Family and Medical Leave Act, the Civil Rights Act of 19931866, the New York State and New York City anti-any other employment discrimination laws, including as well as any other claims based on constitutional, statutory, common law, or regulatory grounds, as well as any claims based on theories of retaliation, wrongful or constructive discharge, breach of contract or implied covenant, fraud, misrepresentation, intentional and/or negligent infliction of emotional distress, or defamation ("Claim" or "Claims"), which Employee now has, owns, or holds, or claims to have, own, or hold, or which Employee had, owned, or held, or claimed to have, own or hold at any time before execution of this Agreement, against any or all amendments to any of the aforementioned acts; and violations Releasees. Notwithstanding the foregoing, however, Employee specifically does not release any right to or claim for payment of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights vested and nonforfeitable benefits, payments, or stock rights, including all rights, if any, under Lowe's ESOP, and 401(k) plans and hereby irrevocably and unconditionally releases, acquits and forever discharges Lowe's, as well as each of Lowe's officers, directors, employees, subsidiaries, and agents, in respect to the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below)forfeitures. You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement8.
Appears in 1 contract
Sources: Release, Separation and Consulting Agreement (Lowes Companies Inc)
General Release. You(a) On behalf of myself, for yourself and for your my heirs, executors, administrators, successors and assigns, knowingly I irrevocably and voluntarily unconditionally release, waive and forever waive, terminate, cancel, release and discharge the Released Parties Company, Parent, its members, divisions, subsidiaries, affiliates and related companies, including the Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from and against any and all legally waivable claims, demands, actions, causes of action, allegationscosts, rightsfees and all liability whatsoever, obligationswhether known or unknown, liabilities fixed or charges contingent, suspected or unsuspected (collectively, “Claims”) that you (or your heirs), executorswhich I had, administratorshave, successors and assigns) have or may havehave against Releasees relating to or arising out of my employment by or separation from the Company and its direct and indirect subsidiaries and parents (collectively, whether known or unknownthe “Company Group”), by reason of any matter, cause or thing occurring at any time before up to and including the date of execution of this Release, includingother than my right to receive the severance payments and other benefits and consideration described in the Agreement. This Release includes, without limitation: (i) claims at law or equity or sounding in contract (express or implied) or tort; (ii) claims arising under any federal, claims for compensation state or bonuses local laws of any jurisdiction that prohibit age, sex, race, national origin, color, disability, religion, veteran or military status, sexual orientation or any other form of discrimination, harassment or retaliation (including, without limitation, any claim for an award under any compensation plan or arrangement); breach the Civil Rights Act of contract; tort; wrongful1866, abusivethe Age Discrimination in Employment Act, unfairthe Older Workers Benefit Protection Act, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Rehabilitation Act, the Older Workers Benefit Protection Act of 1990Family and Medical Leave Act, the S▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 20021994, the Worker Adjustment and Retraining Notification Act of 1989▇▇▇▇▇ Civil Rights Act, the Family and Medical Leave Act of 1993or any other federal, the New York State and New York City anti-discrimination state or local laws, including all amendments to any of the aforementioned actsregulations and ordinances governing discrimination, harassment or retaliation in employment; and violations the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or municipal fair employment statutes or laws, including, without limitation, violations of any other common law, rulestatute, regulation or ordinance pertaining to employment, wages, compensation, hours worked, decision); (iii) claims arising under the Employee Retirement Income Security Act; or (iv) any other matters statutory or common law claims related in any way to your my employment with the Company and its affiliates (and their respective predecessors) or my separation from the termination of that employmentCompany. In addition, in consideration I further covenant not to ▇▇▇ any of the provisions Releasees with respect to any matters released hereby.
(b) This release does not include a release or waiver of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) I have, or might subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, this Release shall not release the Company from its continuing obligation to honor the terms of the Agreement. However, this Release shall remain in full force and effect regardless of any award(sclaim by me that the Company failed to honor the terms of the Agreement. In the event of any such dispute, my sole remedy against the Company shall be to enforce the terms of the Release Agreement. I am also not waiving, and nothing in this Release is intended to waive, any right to coverage under any directors and officers insurance coverage, if any, provided by the Company, the Company Group, or any member of the Company Group, or any right to indemnification or expense advancement under any applicable Company Group articles of incorporation, bylaws or similar organizational document, if any, in each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive, any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or grant(sthe National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE.
(c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer.
(d) I acknowledge that I have been given an opportunity of twenty-one (21) days to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc., Executive Vice President and Chief Operating Officer, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under any incentive compensation plan this Release and certain or program, except all obligations under the Agreement as specifically set forth in provided therein. This Release shall be effective on the Transition Agreementeighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as provided herein.
Appears in 1 contract
General Release. YouEmployee covenants and agrees that Employee hereby irrevocably and unconditionally releases, for yourself acquits and for your heirsforever discharges Lowe's, executorsas well as each of Lowe's officers, administratorsdirectors, successors employees, subsidiaries, and assignsagents (Lowe's and Lowe's officers, knowingly 3directors, employees, subsidiaries and voluntarily forever waiveagents being collectively referred to herein as the "Releasees"), terminateor any of them, cancel, release and discharge the Released Parties from and against any and all legally waivable charges, complaints, claims, causes of action, allegations, rightsliabilities, obligations, liabilities or charges promises, demands, costs, losses, debts, and expenses (collectivelyincluding attorneys' fees and costs actually incurred), “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason of any matternature whatsoever, cause in law or thing occurring at equity, arising out of Employee's employment with Lowe's or the termination of Employee's employment with Lowe's (other than any time before and including claim arising out of the date breach by Lowe's of the terms of this ReleaseAgreement), including, without limitation, all claims for compensation asserted or bonuses (that could be asserted by Employee against Lowe's in any litigation arising from summonses and complaints filed in federal, state or municipal court asserting any claim arising from any alleged violation by the Releasees of any federal, state, or local statutes, ordinances, or common law, including, without limitationbut not limited to, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Age Discrimination in Employment Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991as amended, the Age Discrimination Employment Act of 1967 (“ADEA”)Equal Pay Act, the Americans with Disabilities Act of 1991Act, the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Rehabilitation Act of 19901973, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Civil Rights Act of 2002, the Worker Adjustment and Retraining Notification Act of 19891991, the Family and Medical Leave Act, the Civil Rights Act of 19931866, the New York State and New York City anti-any other employment discrimination laws, including as well as any other claims based on constitutional, statutory, common law, or regulatory grounds, as well as any claims based on theories of retaliation, wrongful or constructive discharge, breach of contract or implied covenant, fraud, misrepresentation, intentional and/or negligent infliction of emotional distress, or defamation ("Claim" or "Claims"), which Employee now has, owns, or holds, or claims to have, own, or hold, or which Employee had, owned, or held, or claimed to have, own or hold at any time before execution of this Agreement, against any or all amendments to any of the aforementioned acts; and violations Releasees. Notwithstanding the foregoing, however, Employee specifically does not release any right to or claim for payment of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights vested and nonforfeitable benefits, payments, or stock rights, including all rights, if any, under Lowe's ESOP, and 401(k) plans and hereby irrevocably and unconditionally releases, acquits and forever discharges Lowe's, as well as each of Lowe's officers, directors, employees, subsidiaries, and agents, in respect to the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below)forfeitures. You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement8.
Appears in 1 contract
Sources: Release and Separation Agreement (Lowes Companies Inc)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Employee (or your Employee’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, arising under or in connection with Employee’s employment or termination of employment with Employer, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including, without limitation, rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974 (“ERISA”), the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and suffering; and punitive or exemplary damages (the Company and its affiliates (and their respective predecessors) or the termination of that employment“Released Matters”). In addition, in consideration of the provisions of this Release, you Employee further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.agrees
Appears in 1 contract
General Release. YouIn consideration of the promises and benefits set forth in the attached Retirement Agreement and General Release (the “Agreement”), I, ▇▇▇▇ ▇. ▇▇▇▇▇▇▇, for yourself myself and for your on behalf of my heirs, executorsassigns, successors, executors and administrators, successors hereby fully and assigns, knowingly and voluntarily forever waive, terminate, cancel, irrevocably release and discharge the Released Parties Linde from and against any and all legally waivable manner of claims, complaints, causes of action, allegationsgrievances, liabilities, obligations, promises, damages, agreements, rights, obligationsdebts and expenses (including attorneys’ fees and costs), liabilities of every kind, either at law or charges (collectively, “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may havein equity, whether known or unknown, by reason suspected or unsuspected, of any matternature whatsoever, cause or thing occurring arising at any time before up to and including the date of the execution of this ReleaseAgreement. This includes any claims under any federal, state, local or municipal law, regulation or decision, including, without limitationbut not limited to: claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967, the Older Workers Benefit Protection Act of 1990, violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of exemplary damages. It is expressly agreed and understood that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit Release is a general release and waiver of claims. This Release does not apply to those (a) any claims or rights that are known may arise after I sign it, (b) any rights of indemnification, contribution, or suspected to be held harmless, or to the coverage afforded by any policies of directors’ and officers’ liability insurance, which rights exist in your favor as of the Effective Release Date date hereof, (as defined below). You also understand you are releasing c) ▇▇▇▇▇’▇ expense reimbursement policies, (d) any vested rights or under ▇▇▇▇▇’▇ employee benefit and compensation plans, and (e) any claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in that the Transition Agreementcontrolling law clearly states may not be released by private agreement.
Appears in 1 contract
Sources: Retirement Agreement (Linde PLC)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Employee (or your Employee’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseAgreement, including all claims arising under or in connection with Employee’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974 (“ERISA”), the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; fraudulent misrepresentation, impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this ReleaseAgreement, you Employee further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Employee’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
Sources: Separation Agreement (Symbotic Inc.)
General Release. You(a) On behalf of myself, for yourself and for your my heirs, executors, administrators, successors and assigns, knowingly I and voluntarily unconditionally release, waive and forever waive, terminate, cancel, release and discharge the Released Parties Company, its members, divisions, subsidiaries, affiliates and related companies, including the Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from and against any and all legally waivable claims, demands, actions, causes of action, allegationscosts, rightsfees and all liability whatsoever, obligationswhether known or unknown, liabilities fixed or charges contingent, suspected or unsuspected (collectively, “Claims”) that you (or your heirs), executorswhich I had, administratorshave, successors and assigns) have or may have, whether known have against Releasees relating to or unknown, arising out of my employment by reason of any matter, cause or thing occurring at any time before separation from the Company and including the date of this Releaseits direct and indirect subsidiaries and parents, including, without limitation, Orthofix International N.V. (collectively, the “Company Group”), up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release includes, without limitation: (i) claims for compensation at law or bonuses equity or sounding in contract (express or implied) or tort; (ii) claims arising under any federal, state or local laws of any jurisdiction that prohibit age, sex, race, national origin, color, disability, religion, veteran or military status, sexual orientation or any other form of discrimination, harassment or retaliation (including, without limitation, any claim for an award under any compensation plan or arrangement); breach the Civil Rights Act of contract; tort; wrongful1866, abusivethe Age Discrimination in Employment Act, unfairthe Older Workers Benefit Protection Act, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Rehabilitation Act, the Older Workers Benefit Protection Act of 1990Family and Medical Leave Act, the S▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 20021994, the Worker Adjustment and Retraining Notification Act of 1989▇▇▇▇▇ Civil Rights Act, the Family and Medical Leave Act of 1993or any other federal, the New York State and New York City anti-discrimination state or local laws, including all amendments to any of the aforementioned actsregulations and ordinances governing discrimination, harassment or retaliation in employment; and violations the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or municipal fair employment statutes or laws, including, without limitation, violations of any other common law, rulestatute, regulation or ordinance pertaining to employment, wages, compensation, hours worked, decision); (iii) claims arising under the Employee Retirement Income Security Act; or (iv) any other matters statutory or common law claims related in any way to your my employment with the Company and its affiliates (and their respective predecessors) or my separation from the termination of that employmentCompany. In addition, in consideration I further covenant not to ▇▇▇ any of the provisions Releasees with respect to any matters released hereby.
(b) This release does not include a release or waiver of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) I have, or might subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, this Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, this Release shall remain in full force and effect regardless of any award(sclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, my sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, and nothing in this Release is intended to waive, any right to coverage under any directors and officers insurance coverage, if any, provided by the Company, the Company Group, or any member of the Company Group, or any right to indemnification or expense advancement under any indemnification agreement, or any applicable Company Group articles of incorporation, bylaws or similar organizational document, if any, in each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the EXHIBIT A RELEASE “EEOC”) or grant(sthe National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE.
(c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer.
(d) I acknowledge that I have been given an opportunity of [twenty one (21) / forty five (45) ] to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc. Senior Vice President, General Counsel and Corporate Secretary, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under any incentive compensation plan or program, except this Release and all obligations under the Employment Agreement as specifically set forth in provided therein. This Release shall be effective on the Transition Agreementeighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as provided herein.
Appears in 1 contract
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Releasor knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties Releasees from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Releasor (or your Releasor’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, includingarising under or in connection with Releasor’s employment, without limitationor termination or resignation of employment with the Employer, claims for compensation or bonuses relationship with Employer in any other capacity (including, without limitation, as a stockholder, officer or director of Employer). Without limiting the foregoing, such released Claims include: Claims under United States federal, state or local law and the national or local law of any claim foreign country (statutory or decisional), for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974 (“ERISA”), the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and suffering; and punitive or exemplary damages (the Company and its affiliates (and their respective predecessors) or the termination of that employment“Released Matters”). In addition, in consideration of the provisions of this Release, you Releasor further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Releasor’s favor as of the Release Effective Release Date (as defined below). You also understand you are releasing Thus, notwithstanding the purpose of implementing a full and complete release and discharge of the claims released by this Release, Releasor expressly acknowledges that this Release is intended to include in its effect, without limitation, all claims which Releasor does not know or suspect to exist in his favor at the time of execution hereof arising out of or relating in any rights or claims concerning bonus(es) way to the subject matter of the actions referred to herein above and that this Release contemplates the extinguishment of any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementsuch claims.
Appears in 1 contract
General Release. You(a) You hereby agree on behalf of yourself, for yourself your agents, assignees, attorneys, successors, assigns, heirs and for your heirs, executors, administratorsto, successors and assignsyou do hereby, knowingly fully and voluntarily completely forever waiverelease MSN and its officers, terminatedirectors, cancelagents and affiliates (hereinafter collectively referred to as the “Releasees”), release and discharge the Released Parties from and against any and all legally waivable claims, causes of action, allegationssuits, rightsagreements, obligationspromises, liabilities or charges (collectivelydamages, “Claims”) that disputes, controversies, contentions, differences, judgments, claims, debts, dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, variances, trespasses, extents, executions and demands of any kind whatsoever, which you (or your heirs, executors, administrators, successors and assigns) assigns ever had, now have or may havehave against the Releasees or any of them, in law, admiralty or equity, whether known or unknownunknown to you, for, upon, or by reason of of, any matter, cause action, omission, course or thing whatsoever occurring at any time before and including up to the date of this ReleaseAgreement is signed by you, including, without limitation, claims for compensation or bonuses (including, without limitation, any claim for an award in connection with or in relationship to your employment or other service relationship with MSN, the termination of any such employment or service relationship and any applicable employment, compensatory or equity arrangement with MSN; provided that such released claims shall not include any claims to enforce your rights under, or with respect to, this Agreement (such released claims are collectively referred to herein as the “Released Claims”).
(b) Notwithstanding the generality of clause (a) above, the Released Claims include, without limitation, (i) any and all claims under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act of 1967, the Civil Rights Act of 1971, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, the Americans with Disabilities Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, the Family any and Medical Leave Act of 1993, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned acts; and violations of any other federal, state, state or municipal fair employment statutes or local laws, includingstatutes, without limitation, violations of any other law, rule, regulation or ordinance rules and regulations pertaining to employmentemployment or otherwise, wagesand (ii) any claims for wrongful discharge, compensationbreach of contract, hours workedfraud, misrepresentation or any compensation claims, or any other matters related claims under any statute, rule or regulation or under the common law, including compensatory damages, punitive damages, attorney’s fees, costs, expenses and all claims for any other type of damage or relief.
(c) You agree that you had sufficient opportunity to thoroughly discuss the implications of this Waiver and Release with independent advisors of your choice prior to signing this Waiver and Release. You are advised that you should consult with an attorney regarding the waivers and releases contained in any way this Waiver and Release. You are further advised that you have twenty-one (21) days from the receipt of this Waiver and Release within which to your employment with consider this Waiver and Release and return it to the Company Company, and its affiliates you have a period of (7) days following the execution of this Waiver and their respective predecessors) or Release in which you may revoke the termination of that employmentWaiver and Release. In addition, Any sums called for in consideration this Waiver and Release will not be paid to you until the expiration of the provisions of this Releaserevocation period.
(d) THIS MEANS THAT, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or programBY SIGNING THIS AGREEMENT, except as specifically set forth in the Transition AgreementYOU WILL HAVE WAIVED ANY RIGHT YOU MAY HAVE HAD TO BRING A LAWSUIT OR MAKE ANY CLAIM AGAINST THE RELEASEES BASED ON ANY ACTS OR OMISSIONS OF THE RELEASEES UP TO THE DATE OF THE SIGNING OF THIS AGREEMENT.
Appears in 1 contract
Sources: General Waiver and Release of Claims (Medical Staffing Network Holdings Inc)
General Release. YouExcept as provided in paragraphs 5, 10, and 12 below and except for yourself the provisions of the Plan which expressly survive the my retirement with the Company, I knowingly and voluntarily (for your myself, my heirs, executors, administrators, successors administrators and assigns, knowingly and voluntarily forever waive, terminate, cancel, ) release and forever discharge the Company and the other Released Parties from and against any and all legally waivable claims, suits, controversies, actions, causes of action, allegationscross-claims, rightscounter‑claims, obligationsdemands, debts, compensatory damages, liquidated damages, punitive or exemplary damages, other damages, claims for costs and attorneys' fees, or liabilities or charges of any nature whatsoever in law and in equity, both past and present (collectively, “Claims”through the date that this General Release becomes effective and enforceable) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason suspected, or claimed against the Company or any of the Released Parties which I, my spouse, or any matterof my heirs, cause executors, administrators or thing occurring at any time before and including assigns, may have, which arise out of or are connected with my employment with, or my separation or termination from, the date of this ReleaseCompany, including, without limitation, claims for compensation or bonuses (including, without limitationbut not limited to, any allegation, claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongfulviolation, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, arising under: Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 1991, ; the Age Discrimination in Employment Act of 1967 1967, as amended (“ADEA”including the Older Workers Benefit Protection Act); the Equal Pay Act of 1963, as amended; the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, as amended; the Family and Medical Leave Act of 1993, ; the New York State Worker Adjustment Retraining and New York City anti-discrimination laws, including all amendments to Notification Act; the Employee Retirement Income Security Act of 1974; any of the aforementioned actsapplicable Executive Order Programs; and violations of or their state or local counterparts; or under any other federal, state or local civil or human rights law, or under any other local, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other federal law, rule, regulation or ordinance pertaining to employmentordinance; or under any public policy, wages, compensation, hours workedcontract or tort, or under common law; or arising under any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) policies, practices or the termination of that employment. In addition, in consideration procedures of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States Company; or any claim for wrongful discharge, breach of contract, infliction of emotional distress, defamation; or any claim for costs, fees, or other country that limit a general release to those claims that are known or suspected to exist expenses, including attorneys' fees incurred in your favor as these matters (all of the Effective Release Date (foregoing collectively referred to herein as defined belowthe "Claims"). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
Sources: Retirement Agreement (Walgreen Co)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Executive (or your Executive’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseRelease arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this Release, you Executive further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Executive’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
General Release. You(a) On behalf of myself, for yourself and for your my heirs, executors, administrators, successors and assigns, knowingly I irrevocably and voluntarily unconditionally release, waive and forever waive, terminate, cancel, release and discharge the Released Parties Company, its members, divisions, subsidiaries, affiliates and related companies, including the Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from and against any and all legally waivable claims, demands, actions, causes of action, allegationscosts, rightsfees and all liability whatsoever, obligationswhether known or unknown, liabilities fixed or charges contingent, suspected or unsuspected (collectively, “Claims”) that you (or your heirs), executorswhich I had, administratorshave, successors and assigns) have or may have, whether known have against Releasees relating to or unknown, arising out of my employment by reason of any matter, cause or thing occurring at any time before separation from the Company and including the date of this Releaseits direct and indirect subsidiaries and parents, including, without limitation, Orthofix International N.V. (collectively, the “Company Group”), up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release includes, without limitation: (i) claims for compensation at law or bonuses equity or sounding in contract (express or implied) or tort; (ii) claims arising under any federal, state or local laws of any jurisdiction that prohibit age, sex, race, national origin, color, disability, religion, veteran or military status, sexual orientation or any other form of discrimination, harassment or retaliation (including, without limitation, any claim for an award under any compensation plan or arrangement); breach the Civil Rights Act of contract; tort; wrongful1866, abusivethe Age Discrimination in Employment Act, unfairthe Older Workers Benefit Protection Act, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Rehabilitation Act, the Older Workers Benefit Protection Act of 1990Family and Medical Leave Act, the S▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 20021994, the Worker Adjustment and Retraining Notification Act of 1989▇▇▇▇▇ Civil Rights Act, the Family and Medical Leave Act of 1993or any other federal, the New York State and New York City anti-discrimination state or local laws, including all amendments to any of the aforementioned actsregulations and ordinances governing discrimination, harassment or retaliation in employment; and violations the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or municipal fair employment statutes or laws, including, without limitation, violations of any other common law, rulestatute, regulation or ordinance pertaining to employment, wages, compensation, hours worked, decision); (iii) claims arising under the Employee Retirement Income Security Act; or (iv) any other matters statutory or common law claims related in any way to your my employment with the Company and its affiliates (and their respective predecessors) or my separation from the termination of that employmentCompany. In addition, in consideration I further covenant not to ▇▇▇ any of the provisions Releasees with respect to any matters released hereby.
(b) This release does not include a release or waiver of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) I have, or might subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, this Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, this Release shall remain in full force and effect regardless of any award(sclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, my sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, and nothing in this Release is intended to waive, any right to coverage under any directors and officers insurance coverage, if any, provided by the Company, the Company Group, or any member of the Company Group, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or grant(sthe National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE.
(c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer.
(d) I acknowledge that I have been given an opportunity of twenty-one (21) days to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc., Executive Vice President and Chief Operating Officer, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under any incentive compensation plan or program, except this Release and all obligations under the Employment Agreement as specifically set forth in provided therein. This Release shall be effective on the Transition Agreementeighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as provided herein.
Appears in 1 contract
General Release. YouYou knowingly and voluntarily (for yourself, for yourself and for your spouse, your heirs, executors, administratorsadministrators and assigns (collectively, successors and assigns, knowingly and voluntarily forever waive, terminate, cancel, the “Releasing Parties”)) release and forever discharge the Company, its controlled affiliates and its current and former directors, officers, employees and agents (collectively, the “Released Parties Parties”) from and against any and all legally waivable claims, suits, controversies, actions, causes of action, allegationscross-claims, rightscounter-claims, obligationsdemands, debts, compensatory damages, liquidated damages, punitive or exemplary damages, other damages, claims for costs and attorneys’ fees, or liabilities or charges of any nature whatsoever in law and in equity, both past and present (collectively, “Claims”through the date of this Agreement) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason suspected, or claimed, against the Company or any of the Released Parties which any matterReleasing Party, cause may have, which arise out of or thing occurring at any time before and including are connected with your employment with, or your separation or retirement from, the date of this Release, including, without limitation, claims for compensation or bonuses Company (including, without limitationbut not limited to, any rights related to RSUs or MRSUs, any rights under the Service Agreement and any rights related to any allegation, claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongfulviolation, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, arising under: Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 1991, ; the Age Discrimination in Employment Act of 1967 1967, as amended (including the Older Workers Benefit Protection Act) (collectively, “ADEA”); the Equal Pay Act of 1963, as amended; the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, ; the Family and Medical Leave Act of 1993, ; the New York State Worker Adjustment Retraining and New York City Notification Act; the Employee Retirement Income Security Act of 1974; any applicable executive orders; the anti-discrimination laws, including all amendments to any retaliation provisions of the aforementioned actsFair Labor Standards Act; and violations of or their state or local counterparts, or under any other federal, state or local civil or human rights law, or under any other local, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other federal law, rule, regulation or ordinance pertaining to employmentordinance; or under any public policy, wages, compensation, hours workedcontract or tort, or under common law; or arising under any policies, practices or procedures of the Company; or any claim for wrongful discharge, breach of contract, infliction of emotional distress, libel, slander, defamation; or any claim for costs, fees, or other matters related expenses, including attorneys’ fees incurred in any way these matters) (all of the foregoing collectively referred to your employment with herein as the “Claims”). By signing this Agreement, you are representing to the Company that you fully understand this paragraph and its affiliates (have had an opportunity to seek legal advice regarding this paragraph and their respective predecessors) or the termination of that employmentthis Agreement before signing this Agreement. In addition, in consideration of the provisions of this ReleaseFinally, you further agree to waive any and all rights under are representing that you fully understand that the laws filing of any jurisdiction in the United States Claim shall constitute a rejection or any other country that limit a general release to those claims that are known or suspected to exist in your favor as breach of the Effective Release Date (as defined below)our agreements contained herein. You also understand waive and release and promise never to assert any such Claims, even if you do not believe that you have such Claims. You are not waiving or releasing any rights Claims arising under this Agreement or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except that cannot be waived as specifically set forth in the Transition Agreementa matter of law.
Appears in 1 contract
Sources: Separation Agreement (Quotient LTD)
General Release. YouIn consideration of the benefits set forth herein and in the Separation Agreement, for yourself Employee hereby fully, finally, and for your heirscompletely releases the Company, executorsits predecessors, administratorssuccessors, successors subsidiaries, stockholders and assignsAffiliates and the respective officers, knowingly directors, managers, control persons, employees, agents, attorneys, representatives and voluntarily forever waiveassigns of any of them (collectively, terminate, cancel, release and discharge the “Released Parties Parties”) from and against any and all legally waivable liabilities, claims, actions, losses, expenses, demands, costs, fees, damages and/or causes of action, allegationsof whatever kind or character, rightsfixed or contingent, obligationsliquidated or unliquidated, liabilities asserted or charges unasserted, whether now known or unknown (collectively, “Claims”) that you (), arising from, relating to, or your heirs, executors, administrators, successors and assigns) have in any way connected with any facts or may have, whether known events occurring on or unknown, by reason of any matter, cause or thing occurring at any time before and including the date execution of this ReleaseRelease Agreement that he may have against the Company or any other Released Party, including, without limitationbut not limited to any such Claims arising out of or in any way related to Employee’s employment with the Company, claims for compensation or bonuses (includingany Affiliate thereof, without limitationor the termination of such employment, including but not limited to, any claim for an award under violation of any compensation plan federal, state or arrangement); local statute or regulation, any breach of contract; tort; wrongful, abusiveany wrongful termination, unfairor other tort or cause of action. Employee’s release of claims shall apply specifically, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Actbut not be limited to, Title VII of claims under the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”)1866, the Americans with With Disabilities Act of 1991Act, the Fair Labor Standards Act, the Family and Medical Leave Act, Title VII, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 19901974, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002as amended (“ERISA”), the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair local statute(s) or other law(s) prohibiting discrimination or harassment in employment statutes or lawsgranting rights to an employee arising out of an employment relationship, including, without limitation, violations of as well as any other law, rule, regulation or ordinance pertaining to employment, claims for wages, employee benefits, vacation pay, severance pay, health or welfare benefits, bonus compensation, hours workedor other remuneration, damages, fees, costs or other relief for any obligations, contracts, claims for defamation, invasion of privacy, intentional or negligent infliction of emotional distress, negligence, gross negligence, estoppel, misrepresentation, express or implied duties of good faith and fair dealing, refusal to perform an illegal act, wrongful discharge, and/or torts for any and all alleged acts, omissions, or events through the date this Release Agreement is executed by Employee. Employee confirms that this Release Agreement was neither procured by fraud nor signed under duress or coercion. Further, Employee waives and releases the Company and each other Released Party from any Claims that this Release Agreement was procured by fraud or signed under duress or coercion so as to make this Release Agreement not binding. Employee understands and agrees that by signing this Agreement, he is giving up the right to pursue any legal Claims released herein that he may currently have against the Company or any other matters related Released Party, whether or not he is aware of such Claims, and specifically agrees and covenants not to bring any legal action for any Claims released herein. The only Claims that are excluded from this Release Agreement are (i) Claims arising after the date of this Release Agreement, if any, including any future Claims relating to the Company’s performance of its obligations under the Separation Agreement, (ii) any claim for unemployment compensation, (iii) any claim for workers’ compensation benefits, (iv) any vested, future benefits which Employee is entitled to receive under any Company “employee benefit plan,” within the meaning of Section 3(3) of ERISA, and the regulations promulgated thereunder, (v) indemnification or payment under any applicable directors and officers liability insurance policy, applicable state and federal law, and the Company’s by-laws, certificate of formation, or other agreement, (vi) any vested interest he may have in any way to your 401(k) plan by virtue of his employment with the Company and its affiliates Company; (and their respective predecessorsvii) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) Employee may have under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementequity award agreement with respect to any vested equity awards thereunder.
Appears in 1 contract
Sources: Separation and Release Agreement (Tetra Technologies Inc)
General Release. YouA. Except as otherwise provided in this Agreement and in consideration of the compensation and other benefits provided to the Executive hereunder, including the economic benefits to the Executive described in Section 3(G) above, the Executive, for yourself himself and for your his heirs, executors, administrators, successors representatives (personal and legal) and assigns, knowingly hereby releases and voluntarily forever waivedischarges the Company and its subsidiaries and affiliates, terminateand their respective current and former directors, cancelofficers, release employees and discharge shareholders (collectively, the Released Parties "Releasees") from and against any and all legally waivable charges, complaints, claims, demands, promises, agreements, causes of action, allegationsdamages, rights, obligations, debts and liabilities of any kind or charges (collectively, “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may havenature whatsoever, whether known or unknown, by reason and whether at law or in equity (collectively, "Claims"), which the Executive ever had, now has or may have, from the beginning of any matter, cause or thing occurring at any time before and including his employment with the date Company through the Effective Date of this ReleaseAgreement, including, without limitation, claims for compensation any and all Claims arising out of, or bonuses relating to, his employment with, and/or his Separation from, the Company.
B. The Claims covered by the release effected by this Section 6 specifically include, without limitation, any and all Claims of wrongful discharge, breach of contract, breach of any implied covenant of good faith and fair dealing, tortious interference with advantageous relations, intentional or negligent misrepresentation, and unlawful discrimination or retaliation under, or any other violation of, any federal, state or local constitution, statute, regulation, order or ordinance, or common law (including, without limitation, any claim for an award under any compensation plan the Employee Retirement Income Security Act of 1974, as amended, 29 U.S.C. ss.ss.1001 et seq.; and those federal and state laws prohibiting employment discrimination based on age, sex, race, color, national origin, religion, handicap or arrangement)disability, or veteran status, such as the Age Discrimination in Employment Act, 29 U.S.C. ss.ss.621 et seq., as amended by the Older Workers Benefit Protection Act, Public Law 101-433; breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay ActAct of 1963, 9 U.S.C. ss.206 et seq.; Title VII of the Civil Rights Act of 1964, as amended, 42 U.S.C. ss.ss.2000e, et seq.; the Civil Rights Act of 19911866, the Age Discrimination Employment Act of 1967 (“ADEA”), 42 U.S.C. ss.1981; the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 199042 U.S.C. ss.ss.12101, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, et seq.; the Family and Medical Leave Act, 29 U.S.C. ss.ss.2601 et seq.; the Florida Constitution, Art. 1, Section 2; the Florida Civil Rights Act of 19931992, Fla. Stats., ch. 760.10; and any other similar Florida state or local laws, statutes, regulations or ordinances, or common law).
C. The Executive represents that he has not sought, and agrees that he will not seek or accept, any damages or other relief in any claim or action by any federal, state or local governmental authority or agency, or by any other person or entity, against the Company or any other Releasees with respect to any Claim or other matter relating to any events or circumstances up to the Effective Date of this Agreement.
D. Anything in this Section 6 to the contrary notwithstanding, the New York State parties agree that the release effected hereby is not intended, and New York City anti-discrimination lawsshall not be construed, including all amendments to any limit the rights of the aforementioned acts; Executive (i) to enforce this Agreement, (ii) to the compensation and violations other employee benefits described in Section 3 above , (iii) to indemnification in accordance with the By-Laws of the Company and applicable New Jersey law, or (iv) to be covered as an insured under the terms and conditions of any other federal, state, or municipal fair employment statutes or lawsinsurance policy of the Company, including, without limitationbut not limited to, violations of any other lawdirectors' and officers' liability insurance policy, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your which covers Executive's actions during his employment with the Company and its affiliates (and their respective predecessors) or Company, to the termination of that employment. In addition, in consideration extent of the provisions of this Releasecoverage, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or programif any, except as specifically set forth in the Transition Agreementprovided thereunder.
Appears in 1 contract
General Release. YouIn exchange for the payments and benefits covered in Section 1, for yourself and for your heirs, executors, administrators, successors and assigns, knowingly and voluntarily forever waive, terminate, cancel, you release and discharge the Company, its parents, subsidiaries, agents, directors, officers, employees, and representatives, and all persons acting by, through, under or in concert with the Company, its parent or subsidiaries (collectively referred to as the “Released Parties Parties”), from and against any and all legally waivable claims, causes of action, allegationsclaims, rightsliabilities, obligations, liabilities or charges (collectivelypromises, “Claims”) that you (or your heirsagreements, executorscontroversies, administratorsdamages, successors and assigns) have or may haveexpenses, whether known or unknown, by reason of any matterwhich you ever had, cause or thing occurring at any time before and including now have, against the Released Parties to the date of this ReleaseAgreement. The claims you release include, including, without limitationbut are not limited to, claims for compensation or bonuses that the Released Parties: • discriminated against you on the basis of your race, color, sex (including, without limitation, any claim for an award under any compensation plan or arrangement); breach including claims of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment), national origin, ancestry, disability, religion, sexual orientation, marital status, parental status, veteran status, source of income, entitlement to benefits, union activities, age or any other claim or right you may have under the Age Discrimination in Employment Act (“ADEA”), or any other status protected by local, state or Federal laws, constitutions, regulations, ordinances or executive orders; back payor • failed to give proper notice of this employment termination under the Workers Adjustment and Retraining Notification Act (“WARN”), or any similar state or local statute or ordinance; front payor • violated any other Federal, state, or local employment statute, such as the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), which, among other things, protects employee benefits; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Fair Labor Standards Act, which regulates wage and hour matters; the Family and Medical Leave Act, which requires employers to provide leaves of absence under certain circumstances; Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), ; the Americans with With Disabilities Act Act; the Rehabilitation Act; OSHA; and any other laws relating to employment; or • violated the Released Parties’ personnel policies, handbooks, any covenant of 1991good faith and fair dealing, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act or any contract of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment employment between you and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned actsReleased Parties; and violations of any other federal, state, or municipal fair employment statutes • violated public policy or laws, including, without limitation, violations of any other common law, ruleincluding claims for: personal injury, regulation invasion of privacy, retaliatory discharge, negligent hiring, retention or ordinance pertaining supervision, defamation, intentional or negligent infliction of emotional distress and/or mental anguish, intentional interference with contract, negligence, detrimental reliance, loss of consortium to employment, wages, compensation, hours worked, you or any other matters related member of your family, and/or promissory estoppel; or • are in any way obligated for any reason to pay your employment with damages, expenses, litigation costs (including attorneys’ fees), bonuses, commissions, disability benefits, compensatory damages, punitive damages, and/or interest. For the Company purpose of giving a full and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Releasecomplete release, you further understand and agree to waive any and that this Agreement includes all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known you may now have but do not know or suspected suspect to exist in your favor as of against the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) Released Parties, and any award(s) or grant(s) under any incentive compensation plan or programthat, except as specifically set forth in Section 3 below, this Agreement extinguishes those claims. If you were employed by the Transition AgreementCompany at any time in California, or if you resided in California at any time while employed by the Company, you waive all rights under California Civil Code Section 1542, which states: A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have mutually affected his settlement with the debtor. If you were employed by the Company at any time in New Jersey, or if you resided in New Jersey at any time while employed by the Company, you specifically waive all rights under New Jersey’s Conscientious Employee Protection Act.
Appears in 1 contract
General Release. YouEmployee, for yourself on behalf of herself and for your her heirs, executors, administrators, successors attorneys and assigns, knowingly hereby waives, releases and voluntarily forever waivedischarges the Company and its subsidiaries, terminatedivisions and affiliates, cancelwhether direct or indirect, release its and discharge the Released Parties their joint ventures and joint venturers (including its and their respective directors, officers, employees, shareholders, partners and agents, past, present, and future), and each of its and their respective successors and assigns (hereinafter collectively referred to as “Releasees”), from and against any and all legally waivable claimsknown or unknown actions, causes of action, allegations, rights, obligations, claims or liabilities or charges (collectively, “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason of any matter, cause kind which have been or thing occurring at could be asserted against the Releasees arising out of or related to Employee’s employment with and/or separation from employment with the Company and/or any time before of the other Releasees and/or any other occurrence up to and including the date that Employee signs this Agreement, including but not limited to:
(a) claims, actions, causes of this Release, including, without limitation, claims for compensation action or bonuses (including, without limitation, any claim for an award liabilities arising under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act, as amended, the Civil Rights Act of 19641871, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967 Act, as amended (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990as amended, the SRehabilitation Act, as amended, the Americans with Disabilities Act, the Family and Medical Leave Act (to the extent permitted by law), the Vietnam Era Veterans Readjustment Assistance Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned acts; and violations of and/or any other federal, state, municipal, or municipal fair local employment discrimination statutes or laws, (including, without limitationbut not limited to, violations claims based on age, sex, attainment of benefit plan rights, race, religion, national origin, marital status, sexual orientation, ancestry, harassment, parental status, handicap, disability, retaliation, and veteran status); and/or
(b) claims, actions, causes of action or liabilities arising under any other federal, state, municipal, or local statute, law, ruleordinance or regulation; and/or
(c) any other claim whatsoever including, regulation but not limited to, claims for severance pay under any voluntary or ordinance pertaining involuntary severance/separation plan, policy or program maintained by the Releasees, claims for attorney’s fees, claims based upon breach of contract, wrongful termination, defamation, intentional infliction of emotional distress, tort, personal injury, invasion of privacy, violation of public policy, negligence and/or any other common law, statutory or other claim whatsoever arising out of or relating to employment, wages, her employment with and/or separation from employment with the Company and/or any of the other Releasees. Employee understands and agrees that she is releasing the Company from any and all claims by which she is giving up the opportunity to recover any compensation, hours workeddamages, or any other matters related form of relief in any way proceeding brought by her or on her behalf. Notwithstanding the foregoing, this Agreement is not intended to your employment with operate as a waiver of any retirement or pension benefits that are vested, the Company eligibility and its affiliates (and their respective predecessors) or entitlement to which shall be governed by the termination of that employment. In addition, in consideration terms of the provisions of applicable plan. Nor shall this Release, you further agree Agreement operate to waive or bar any and all rights claim or right which — by express or unequivocal terms of law — may not under any circumstances be waived or barred. Moreover, this Agreement shall not operate to waive rights, causes of action or claims under the laws ADEA if those rights, causes of any jurisdiction in action or claims arise after the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as date Employee signs this Agreement. Nor shall this Agreement preclude Employee from challenging the validity of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) Agreement under any incentive compensation plan or program, except as specifically set forth in the Transition AgreementADEA.
Appears in 1 contract
General Release. YouEmployee, for yourself himself and for your his heirs, executorslegal representatives, administratorsbeneficiaries, assigns and successors and assignsin interest, knowingly and voluntarily release, remise and forever waive, terminate, cancel, release and discharge the Company and its successors, assigns, former or current affiliates, officers, shareholders, controlling persons, directors, members of the Board, employees, agents, attorneys and representatives (“Company Released Parties Parties”) whether in their individual or official capacities, from and against any and all legally waivable claims, actions or causes of action, allegationssuits, rightsdebts, obligationsclaims, liabilities complaints, contracts, including, without limitation, the Offer Letter, controversies, agreements, promises, damages, claims for attorneys’ fees, costs, interest, punitive damages or charges (collectivelyreinstatement, “Claims”) that you (judgments and demands whatsoever, in law or your heirsequity, executorsEmployee now has, administrators, successors and assigns) may have or may haveever had, whether known or unknown, by reason suspected or unsuspected, from the beginning of any matter, cause or thing occurring at any time before and including the world to the date of that Employee signs this ReleaseAgreement (“Released Claims”), including, without limitation:
(a) claims under any state or federal discrimination, claims for compensation fair employment practices or bonuses other employment-related statute, or regulation (as they may have been amended through the date of this Agreement) prohibiting discrimination or harassment based upon any protected status including, without limitation, race, color, religion, national origin, age, gender, marital status, disability, handicap, veteran status or sexual orientation. Without limitation, specifically included in this paragraph are any claim for an award claims arising under any compensation plan or arrangement); breach the Federal Rehabilitation Act of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act1973, Title VII of the Civil Rights Act of 1964, as amended by the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Equal Pay Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇ ▇▇▇▇▇▇▇-▇▇▇▇▇ Fair Pay Act, the Americans With Disabilities Act, the Rehabilitation Act of 20021973, and any similar New York City local or other New York state statute;
(b) claims under any other state or federal employment-related statute, or regulation (as they may have been amended through the Worker Adjustment date of this Agreement) relating to wages, hours or any other terms and Retraining Notification Act conditions of 1989employment. Without limitation, specifically included in this paragraph are any claims arising under the Fair Labor Standards Act, the Family and Medical Leave Act of 1993, the New York State National Labor Relations Act, the Employee Retirement Income Security Act of 1974, except as otherwise provided herein, the Consolidated Omnibus Budget Reconciliation Act of 1985, the Occupational Safety and Health Act, the Health Insurance Portability and Accountability Act of 1996, the Employee Retirement Income Security Act of 1974, the Sarbanes Oxley Act of 2002 and any similar New York City anti-discrimination laws, including all amendments to or other New York state statute;
(c) claims under any of the aforementioned acts; and violations of any other federal, state, state or municipal fair employment statutes or lawsfederal common law theory, including, without limitation, violations wrongful discharge, breach of express or implied contract, promissory estoppel, unjust enrichment, breach of a covenant of good faith and fair dealing, violation of public policy, defamation, interference with contractual relations, intentional or negligent infliction of emotional distress, invasion of privacy, misrepresentation, deceit, fraud or negligence; and
(d) any other claim arising under state or federal law. Notwithstanding the above, rule, regulation nothing in this release is intended to release or ordinance pertaining waive (i) Employee’s right to employment, wages, compensation, hours worked, seek enforcement of this Agreement or any other matters related rights of indemnification, contribution, subrogation, advancement and/or reimbursement of expenses or similar rights to the extent they are provided for in the Company’s Restated Certificate of Incorporation, bylaws, (ii) Employee’s rights as they exist pursuant to any director and officer insurance policies or any other insurance policies whether in effect before the date of this Agreement, on the date of this Agreement or after the date of the Agreement, or (iii) Employee’s rights under any separate vested equity award agreement. Employee recognizes that Employee may have some claim, demand or cause of action against the Company Released Parties of which he is totally unaware and unsuspecting that Employee is giving up by execution of this release. Employee acknowledges that it is his intention in executing this release that this release will deprive Employee of each such claim, demand and cause of action and prevent Employee from asserting it against the Company Released Parties. Employment represents and warrants that no portion of any claim, demand, cause of action, or other matter released herein, nor any portion of any recovery or settlement to which Employee might be entitled from the Company Released Parties, has been assigned or transferred to any other person or entity, either directly or by way of subrogation or operation of law. Employee hereby agrees to your indemnify, defend and hold the Company Released Parties harmless from any and all losses, costs, claims, and expenses (including, but not limited to, all expenses of investigation and defense of any such claim or action, including reasonable attorneys’ and accountants’ fees, costs, and expenses) arising out of any claim made or action instituted against the Company Released Parties by any person or entity that is the beneficiary of such assignment or transfer and to pay and satisfy any judgment resulting from any settlement in favor of the beneficiary of any such claim or action. Employee further represents and warrants that he has not filed or participated in the filing of any complaint, grievance, charge or claim with or before any local, state or federal agency or board, union or any court or other tribunal relating to the Company or Employee’s employment with with, or the termination of Employee’s employment at, the Company and its affiliates affiliates. Nothing contained herein is intended to nor shall prohibit Employee from (and their respective predecessorsi) filing a charge or complaint with the termination of that employmentEEOC; or (ii) participating in any investigation or proceeding conducted by the EEOC. In additionthe event that Employee files a charge with the EEOC, in consideration of the provisions of this ReleaseEmployee waives and releases any personal entitlement to reinstatement, you further agree to waive any and all rights under the laws of any jurisdiction in the United States back pay or any other country types of damages or injunctive relief in connection with any actions taken by Employee or on Employee’s behalf on Employee’s administrative charge. NOTWITHSTANDING THIS PROVISION, EMPLOYEE UNDERSTANDS AND AGREES THAT BY ENTERING INTO THIS AGREEMENT, EMPLOYEE IS FOREVER RELEASING AND WAIVING ANY AND ALL CLAIMS AGAINST THE COMPANY, INCLUDING BUT NOT LIMITED TO CLAIMS FOR AGE DISCRIMINATION, AS SET FORTH IN THIS SECTION, PROVIDED, HOWEVER, THAT THE RELEASE PROVIDED FOR HEREIN SHALL NOT EXTEND TO ANY CLAIMS UNDER THIS AGREEMENT OR THOSE SPECIFICALLY EXCLUDED FROM THE RELEASE. Employee hereby acknowledges and understands that limit this is a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition AgreementGeneral Release.
Appears in 1 contract
Sources: Release Agreement (Voltari Corp)
General Release. YouIn consideration of the Payment and intending to be legally bound, for yourself Executive hereby irrevocably and for your heirsunconditionally releases and forever discharges the Company, executorsEnstar US, administrators, successors and assigns, knowingly and voluntarily forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable of their parents, subsidiaries, affiliates, related entities, and each of their predecessors, successors, customers, insurers, owners, directors, officers, employees, attorneys, and other agents (“Released Parties”) of and from any and all rights, obligations, promises, agreements, debts, losses, controversies, claims, causes of action, allegationsliabilities, rightsdamages, obligationsand expenses, liabilities or charges (collectivelyincluding without limitation attorneys’ fees and costs, “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may haveof any nature whatsoever, whether known or unknown, by reason asserted or unasserted, which he ever had, now has, or hereafter may have against the Released Parties, or any of any matterthem, cause or thing occurring that arose at any time before or upon his signing this Agreement, including without limitation the right to take discovery with respect to any matter, transaction, or occurrence existing or happening at any time before or upon his signing this Agreement and any and all claims arising under any oral or written Company program, policy, practice, contract, agreement (except this Agreement), understanding, any common-law principle of any jurisdiction, any foreign, Bermuda, or United States federal, state, or local statutes or ordinances, with all amendments thereto, including the date of this Release, including, without limitation, claims for compensation or bonuses the Employment ▇▇▇ ▇▇▇▇ (includingBermuda), without limitationthe Human Rights ▇▇▇ ▇▇▇▇ (Bermuda), any claim for an award under any compensation plan or arrangementthe National Labor Relations Act of 1947, the Civil Rights Acts of 1866 (Section 1981); breach of contract; tort; wrongful, abusive1871 (Section 1983), unfair1964 (Title VII), constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of 1991, the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967 (“ADEA”)1967, the Rehabilitation Act of 1973, the Bankruptcy Code, the Fair Credit Reporting Act, the Worker Adjustment and Retraining Notification Act, the Executive Retirement Income Security Act of 1974, the Americans with With Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the SFamily and Medical Leave Act of 1993, the Health Insurance Portability and Accountability Act of 1996, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993New York Human Rights Law, the New York State Labor Law, the New York Whistleblower Protection Law, the New York Wage and Hour Laws, the New York City anti-discrimination lawsAdministrative Code, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws employee-protective law of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementmay apply.
Appears in 1 contract
General Release. You(a) On behalf of myself, for yourself and for your my heirs, executors, administrators, successors and assigns, knowingly I irrevocably and voluntarily unconditionally release, waive and forever waive, terminate, cancel, release and discharge the Released Parties Company, Parent, its members, divisions, subsidiaries, affiliates and related companies, including the Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from and against any and all legally waivable claims, demands, actions, causes of action, allegationscosts, rightsfees and all liability whatsoever, obligationswhether known or unknown, liabilities fixed or charges contingent, suspected or unsuspected (collectively, “Claims”) that you (or your heirs), executorswhich I had, administratorshave, successors and assigns) have or may havehave against Releasees relating to or arising out of my employment by or separation from the Company and its direct and indirect subsidiaries and parents (collectively, whether known or unknownthe “Company Group”), by reason of any matter, cause or thing occurring at any time before up to and including the date of execution of this Release, includingother than my right to receive the severance payments and other benefits and consideration described in the Agreement. This Release includes, without limitation: (i) claims at law or equity or sounding in contract (express or implied) or tort; (ii) claims arising under any federal, claims for compensation state or bonuses local laws of any jurisdiction that prohibit age, sex, race, national origin, color, disability, religion, veteran or military status, sexual orientation or any other form of discrimination, harassment or retaliation (including, without limitation, any claim for an award under any compensation plan or arrangement); breach the Civil Rights Act of contract; tort; wrongful1866, abusivethe Age Discrimination in Employment Act, unfairthe Older Workers Benefit Protection Act, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Rehabilitation Act, the Older Workers Benefit Protection Act of 1990Family and Medical Leave Act, the S▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 20021994, the Worker Adjustment and Retraining Notification Act of 1989▇▇▇▇▇ Civil Rights Act, the Family and Medical Leave Act of 1993or any other federal, the New York State and New York City anti-discrimination state or local laws, including all amendments to any of the aforementioned actsregulations and ordinances governing discrimination, harassment or retaliation in employment; and violations the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or municipal fair employment statutes or laws, including, without limitation, violations of any other common law, rulestatute, regulation or ordinance pertaining to employment, wages, compensation, hours worked, decision); (iii) claims arising under the Employee Retirement Income Security Act; or (iv) any other matters statutory or common law claims related in any way to your my employment with the Company and its affiliates (and their respective predecessors) or my separation from the termination of that employmentCompany. In addition, in consideration I further covenant not to sue any of the provisions Releasees with respect to any matters released hereby.
(b) This release does not include a release or waiver of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) I have, or might subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, this Release shall not release the Company from its continuing obligation to honor the terms of the Agreement. However, this Release shall remain in full force and effect regardless of any award(sclaim by me that the Company failed to honor the terms of the Agreement. In the event of any such dispute, my sole remedy against the Company shall be to enforce the terms of the Release Agreement. I am also not waiving, and nothing in this Release is intended to waive, any right to coverage under any directors and officers insurance coverage, if any, provided by the Company, the Company Group, or any member of the Company Group, or any right to indemnification or expense advancement under any applicable Company Group articles of incorporation, bylaws or similar organizational document, if any, in each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive, any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or grant(sthe National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE.
(c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer.
(d) I acknowledge that I have been given an opportunity of twenty-one (21) days to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc., Chief Financial Officer, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under any incentive compensation plan this Release and certain or program, except all obligations under the Agreement as specifically set forth in provided therein. This Release shall be effective on the Transition Agreementeighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as provided herein.
Appears in 1 contract
General Release. You(a) On behalf of myself, for yourself and for your my heirs, executors, administrators, successors and assigns, knowingly I irrevocably and voluntarily unconditionally release, waive and forever waive, terminate, cancel, release and discharge the Released Parties Company, its members, divisions, subsidiaries, affiliates and related companies, including the Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from and against any and all legally waivable claims, demands, actions, causes of action, allegationscosts, rightsfees and all liability whatsoever, obligationswhether known or unknown, liabilities fixed or charges contingent, suspected or unsuspected (collectively, “Claims”) that you (or your heirs), executorswhich I had, administratorshave, successors and assigns) have or may have, whether known have against Releasees relating to or unknown, arising out of my employment by reason of any matter, cause or thing occurring at any time before separation from the Company and including the date of this Releaseits direct and indirect subsidiaries and parents, including, without limitation, Orthofix International N.V. (collectively, the “Company Group”), up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release includes, without limitation: (i) claims for compensation at law or bonuses equity or sounding in contract (express or implied) or tort; (ii) claims arising under any federal, state or local laws of any jurisdiction that prohibit age, sex, race, national origin, color, disability, religion, veteran or military status, sexual orientation or any other form of discrimination, harassment or retaliation (including, without limitation, any claim for an award under any compensation plan or arrangement); breach the Civil Rights Act of contract; tort; wrongful1866, abusivethe Age Discrimination in Employment Act, unfairthe Older Workers Benefit Protection Act, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Rehabilitation Act, the Older Workers Benefit Protection Act of 1990Family and Medical Leave Act, the S▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 20021994, the Worker Adjustment and Retraining Notification Act of 1989▇▇▇▇▇ Civil Rights Act, the Family and Medical Leave Act of 1993or any other federal, the New York State and New York City anti-discrimination state or local laws, including all amendments to any of the aforementioned actsregulations and ordinances governing discrimination, harassment or retaliation in employment; and violations the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or municipal fair employment statutes or laws, including, without limitation, violations of any other common law, rulestatute, regulation or ordinance pertaining to employment, wages, compensation, hours worked, decision); (iii) claims arising under the Employee Retirement Income Security Act; or (iv) any other matters statutory or common law claims related in any way to your my employment with the Company and its affiliates (and their respective predecessors) or my separation from the termination of that employmentCompany. In addition, in consideration I further covenant not to ▇▇▇ any of the provisions Releasees with respect to any matters released hereby.
(b) This release does not include a release or waiver of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) I have, or might subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, this Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, this Release shall remain in full force and effect regardless of any award(sclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, my sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, and nothing in this Release is intended to waive, any right to coverage under any directors and officers insurance coverage, if any, provided by the Company, the Company Group, or any member of the Company Group, or any right to indemnification or expense advancement under any indemnification agreement, or any applicable Company Group articles of incorporation, bylaws or similar organizational document, if any, in each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or grant(sthe National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE.
(c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer.
(d) I acknowledge that I have been given an opportunity of twenty-one (21) days to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc. Senior Vice President, General Counsel and Corporate Secretary, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under any incentive compensation plan or program, except this Release and all obligations under the Employment Agreement as specifically set forth in provided therein. This Release shall be effective on the Transition Agreementeighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as provided herein.
Appears in 1 contract
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Executive (or your Executive’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseRelease arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this Release, you Executive further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Executive’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
General Release. You(a) On behalf of myself, for yourself and for your my heirs, executors, administrators, successors and assigns, knowingly I and voluntarily unconditionally release, waive and forever waive, terminate, cancel, release and discharge the Released Parties Company, its members, divisions, subsidiaries, affiliates and related companies, including the Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from and against any and all legally waivable claims, demands, actions, causes of action, allegationscosts, rightsfees and all liability whatsoever, obligationswhether known or unknown, liabilities fixed or charges contingent, suspected or unsuspected (collectively, “Claims”) that you (or your heirs), executorswhich I had, administratorshave, successors and assigns) have or may have, whether known have against Releasees relating to or unknown, arising out of my employment by reason of any matter, cause or thing occurring at any time before separation from the Company and including the date of this Releaseits direct and indirect subsidiaries and parents, including, without limitation, Orthofix International N.V. (collectively, the “Company Group”), up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release includes, without limitation: (i) claims for compensation at law or bonuses equity or sounding in contract (express or implied) or tort; (ii) claims arising under any federal, state or local laws of any jurisdiction that prohibit age, sex, race, national origin, color, disability, religion, veteran or military status, sexual orientation or any other form of discrimination, harassment or retaliation (including, without limitation, any claim for an award under any compensation plan or arrangement); breach the Civil Rights Act of contract; tort; wrongful1866, abusivethe Age Discrimination in Employment Act, unfairthe Older Workers Benefit Protection Act, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Rehabilitation Act, the Older Workers Benefit Protection Act of 1990Family and Medical Leave Act, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 20021994, the Worker Adjustment and Retraining Notification Act of 1989U▇▇▇▇ Civil Rights Act, the Family and Medical Leave Act of 1993or any other federal, the New York State and New York City anti-discrimination state or local laws, including all amendments to any of the aforementioned actsregulations and ordinances governing discrimination, harassment or retaliation in employment; and violations the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or municipal fair employment statutes or laws, including, without limitation, violations of any other common law, rulestatute, regulation or ordinance pertaining to employment, wages, compensation, hours worked, decision); (iii) claims arising under the Employee Retirement Income Security Act; or (iv) any other matters statutory or common law claims related in any way to your my employment with the Company and its affiliates (and their respective predecessors) or my separation from the termination of that employmentCompany. In addition, in consideration I further covenant not to s▇▇ any of the provisions Releasees with respect to any matters released hereby.
(b) This release does not include a release or waiver of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) I have, or might subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, this Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, this Release shall remain in full force and effect regardless of any award(sclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, my sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, and nothing in this Release is intended to waive, any right to coverage under any directors and officers insurance coverage, if any, provided by the Company, the Company Group, or any member of the Company Group, or any right to indemnification or expense advancement under any indemnification agreement, or any applicable Company Group articles of incorporation, bylaws or similar organizational document, if any, in each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or grant(sthe National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE.
(c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer.
(d) I acknowledge that I have been given an opportunity of [twenty one (21) / forty five (45)]1 to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to J▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc. Senior Vice President, General Counsel and Corporate Secretary, 3▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under any incentive compensation plan or program, except this Release and all obligations under the Employment Agreement as specifically set forth in provided therein. This Release shall be effective on the Transition Agreementeighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as provided herein.
Appears in 1 contract
General Release. You(a) On behalf of myself, for yourself and for your my heirs, executors, administrators, successors and assigns, knowingly I and voluntarily unconditionally release, waive and forever waive, terminate, cancel, release and discharge the Released Parties Company, its members, divisions, subsidiaries, affiliates and related companies, including the Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from and against any and all legally waivable claims, demands, actions, causes of action, allegationscosts, rightsfees and all liability whatsoever, obligationswhether known or unknown, liabilities fixed or charges contingent, suspected or unsuspected (collectively, “Claims”) that you (or your heirs), executorswhich I had, administratorshave, successors and assigns) have or may have, whether known have against Releasees relating to or unknown, arising out of my employment by reason of any matter, cause or thing occurring at any time before separation from the Company and including the date of this Releaseits direct and indirect subsidiaries and parents, including, without limitation, Orthofix International N.V. (collectively, the “Company Group”), up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release includes, without limitation: (i) claims for compensation at law or bonuses equity or sounding in contract (express or implied) or tort; (ii) claims arising under any federal, state or local laws of any jurisdiction that prohibit age, sex, race, national origin, color, disability, religion, veteran or military status, sexual orientation or any other form of discrimination, harassment or retaliation (including, without limitation, any claim for an award under any compensation plan or arrangement); breach the Civil Rights Act of contract; tort; wrongful1866, abusivethe Age Discrimination in Employment Act, unfairthe Older Workers Benefit Protection Act, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Rehabilitation Act, the Older Workers Benefit Protection Act of 1990Family and Medical Leave Act, the S▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 20021994, the Worker Adjustment and Retraining Notification Act of 1989▇▇▇▇▇ Civil Rights Act, the Family and Medical Leave Act of 1993or any other federal, the New York State and New York City anti-discrimination state or local laws, including all amendments to any of the aforementioned actsregulations and ordinances governing discrimination, harassment or retaliation in employment; and violations the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or municipal fair employment statutes or laws, including, without limitation, violations of any other common law, rulestatute, regulation or ordinance pertaining to employment, wages, compensation, hours worked, decision); (iii) claims arising under the Employee Retirement Income Security Act; or (iv) any other matters statutory or common law claims related in any way to your my employment with the Company and its affiliates (and their respective predecessors) or my separation from the termination of that employmentCompany. In addition, in consideration I further covenant not to ▇▇▇ any of the provisions Releasees with respect to any matters released hereby.
(b) This release does not include a release or waiver of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) I have, or might subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, this Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, this Release shall remain in full force and effect regardless of any award(sclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, my sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, and nothing in this Release is intended to waive, any right to coverage under any directors and officers insurance coverage, if any, provided by the Company, the Company Group, or any member of the Company Group, or any right to indemnification or expense advancement under any indemnification agreement, or any applicable Company Group articles of incorporation, bylaws or similar organizational document, if any, in each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or grant(sthe National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXHIBIT A RELEASE EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE.
(c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer.
(d) I acknowledge that I have been given an opportunity of [twenty one (21) / forty five (45) ] to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc. Senior Vice President, General Counsel and Corporate Secretary, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under any incentive compensation plan or program, except this Release and all obligations under the Employment Agreement as specifically set forth in provided therein. This Release shall be effective on the Transition Agreementeighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as provided herein.
Appears in 1 contract
General Release. YouExcept as provided in paragraphs 6 and 19 below, in consideration of the Retirement Vesting Benefit, I knowingly and voluntarily (for yourself and for your myself, my heirs, executors, administrators, successors administrators and assigns, knowingly ) hereby irrevocably and voluntarily forever waive, terminate, cancel, unconditionally release and forever discharge the Company and the other Released Parties from and against any and all legally waivable claims, suits, controversies, actions, causes of action, allegationscross-claims, rightscounter-claims, obligationsdemands, debts, compensatory damages, liquidated damages, punitive or exemplary damages, other damages, claims for costs and attorneys’ fees, or liabilities or charges of any nature whatsoever in law and in equity, both past and present (collectively, “Claims”through the date that this Agreement becomes effective and enforceable) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason suspected, or claimed against the Company or any of the Released Parties which I, my spouse, or any matterof my heirs, cause executors, administrators or thing occurring at any time before and including assigns, may have, which arise out of or are connected with my employment with, or my separation or termination from, the date of this ReleaseCompany, including, without limitation, claims for compensation or bonuses (including, without limitationbut not limited to, any allegation, claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongfulviolation, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, arising under: Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 1991, ; the Age Discrimination in Employment Act of 1967 1967, as amended (“ADEA”including the Older Workers Benefit Protection Act); the Equal Pay Act of 1963, as amended; the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, as amended; the Family and Medical Leave Act of 1993, ; the New York State Worker Adjustment Retraining and New York City anti-discrimination laws, including all amendments to Notification Act; the Employee Retirement Income Security Act of 1974; any of the aforementioned actsapplicable Executive Order Programs; and violations of or their state or local counterparts; or under any other federal, state or local civil or human rights law, or under any other local, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other federal law, rule, regulation or ordinance pertaining to employmentordinance; or under any public policy, wages, compensation, hours workedcontract or tort, or under common law; or arising under any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) policies, practices or the termination of that employment. In addition, in consideration procedures of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States Company; or any claim for wrongful discharge, breach of contract, infliction of emotional distress, defamation; or any claim for costs, fees, or other country that limit a general release to those claims that are known or suspected to exist expenses, including attorneys’ fees incurred in your favor as these matters (all of the Effective Release Date (foregoing collectively referred to herein as defined belowthe “Claims”). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
Sources: Retirement Agreement (Walgreens Boots Alliance, Inc.)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, knowingly and voluntarily forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claims, causes of action, allegations, rights, obligations, liabilities or charges (collectively, “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, including, without limitation, claims for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Service Agreement.
Appears in 1 contract
General Release. You(a) On behalf of myself, for yourself and for your my heirs, executors, administrators, successors and assigns, knowingly I and voluntarily unconditionally release, waive and forever waive, terminate, cancel, release and discharge the Released Parties Company, its members, divisions, subsidiaries, affiliates and related companies, including the Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from and against any and all legally waivable claims, demands, actions, causes of action, allegationscosts, rightsfees and all liability whatsoever, obligationswhether known or unknown, liabilities fixed or charges contingent, suspected or unsuspected (collectively, “Claims”) that you (or your heirs), executorswhich I had, administratorshave, successors and assigns) have or may have, whether known have against Releasees relating to or unknown, arising out of my employment by reason of any matter, cause or thing occurring at any time before separation from the Company and including the date of this Releaseits direct and indirect subsidiaries and parents, including, without limitation, Orthofix International N.V. (collectively, the “Company Group”), up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release includes, without limitation: (i) claims for compensation at law or bonuses equity or sounding in contract (includingexpress or implied) or tort; (ii) claims arising under any federal, state or local laws of any jurisdiction that prohibit age, sex, race, national origin, color, disability, religion, veteran or military status, sexual orientation or any other form of discrimination, harassment or retaliation (including if applicable, without limitation, any claim for an award under any compensation plan or arrangement); breach the Civil Rights Act of contract; tort; wrongful1866, abusivethe Age Discrimination in Employment Act, unfairthe Older Workers Benefit Protection Act, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Rehabilitation Act, the Older Workers Benefit Protection Act of 1990Family and Medical Leave Act, the S▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 20021994, the Worker Adjustment and Retraining Notification Act of 1989▇▇▇▇▇ Civil Rights Act, the Family and Medical Leave Act of 1993or any other federal, the New York State and New York City anti-discrimination state or local laws, including all amendments to any of the aforementioned actsregulations and ordinances governing discrimination, harassment or retaliation in employment; and violations the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or municipal fair employment statutes or laws, including, without limitation, violations of any other common law, rulestatute, regulation or ordinance pertaining to employment, wages, compensation, hours worked, decision); (iii) claims arising under the Employee Retirement Income Security Act; or (iv) any other matters statutory or common law claims related in any way to your my employment with the Company and its affiliates (and their respective predecessors) or my separation from the termination of that employmentCompany. In addition, in consideration I further covenant not to ▇▇▇ any of the provisions Releasees with respect to any matters released hereby.
(b) This release does not include a release or waiver of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) I have, or might subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, this Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, this Release shall remain in full force and effect regardless of any award(sclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, my sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, and nothing in this Release is intended to waive, any right to coverage under any directors and officers insurance coverage, if any, provided by the Company, the Company Group, or any member of the Company Group, or any right to indemnification or expense advancement under any indemnification agreement, or any applicable Company Group articles of incorporation, bylaws or similar organizational document, if any, in each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the validity or enforceability of this Release; or, if applicable, any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or grant(sthe National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE.
(c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer.
(d) I acknowledge that I have been given an opportunity of twenty-one (21) to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix International N.V., Chief Administrative Officer, General Counsel and Corporate Secretary, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under any incentive compensation plan or program, except this Release and all obligations under the Employment Agreement as specifically set forth in provided therein. This Release shall be effective on the Transition Agreementeighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as provided herein.
Appears in 1 contract
General Release. YouOn behalf of myself and my spouse, for yourself and for your heirs, executors, --------------- administrators, successors trustees, legal representatives, and assigns, knowingly and voluntarily I hereby forever waive, terminate, cancel, release and discharge the Released Parties Company, its predecessors and successors, and each of its past and present parent corporations, divisions, subsidiaries, affiliates, assigns, officers, directors, employees, consultants, shareholders, partners, attorneys, and agents (any or all of which are referred to as the "Releasees") from and against any and all legally waivable claims, demands, liabilities, actions, and causes of action, allegations, rights, obligations, liabilities or charges (collectively, “Claims”) that you (or your heirs, executors, administrators, successors action of every name and assigns) have or may havenature, whether known or unknown, by reason with regard to my employment with the Company and termination therefrom which could have been asserted from the beginning of any matter, cause or thing occurring at any time before and including the world to the date of on which I sign this Release. This release includes, includingbut is not limited to, without limitation, (a) any claims for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract, whether express or implied; tort(b) any claims for wrongful termination; wrongful(c) any claims for reemployment, abusivesalary, unfairwages, constructive bonuses, vacation pay, benefits, or unlawful discharge other compensation of any kind; (d) any claims for harassment, discrimination, or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Actretaliation in employment, including but not limited to any claims under Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, the Americans with Disabilities Act of 1991Massachusetts General Laws Chapter 151B, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989Americans with Disabilities Act, the Family and Medical Leave Act of 1993Act, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes local statute, ordinance, regulation, or lawscommon law relating to harassment, includingdiscrimination, without limitation, violations of or retaliation in employment; (e) any claims under any other lawfederal, rule, regulation or ordinance pertaining to employment, wages, compensation, hours workedstate, or local statutes, ordinances, or regulations; (f) any claims based in tort; (g) any other matters related in common-law claims; and (h) any way claims for costs or attorneys' fees. Nothing herein shall release the Releasees from any claims based on: (i) my right to your employment with the Company and its affiliates (and their respective predecessors) enforce this Release or the termination of that employment. In addition, in consideration of the provisions of this Releasemy employment agreement with the Company, you further agree (ii) any right I may have to waive vested or accrued benefits, (iii) any and all rights under the laws of any jurisdiction in the United States right to indemnification or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing iv) any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementa shareholder.
Appears in 1 contract
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Releasor knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties Releasees from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Releasor (or your Releasor’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, including all claims arising under or in connection with Releasor’s employment, or termination or resignation of employment with the Employer, including: Claims under United States federal, without limitationstate or local law and the national or local law of any foreign country (statutory or decisional), claims for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974 (“ERISA”), the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, including violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and suffering; and punitive or exemplary damages (the Company and its affiliates (and their respective predecessors) or the termination of that employment“Released Matters”). In addition, in consideration of the provisions of this Release, you ▇▇▇▇▇▇▇▇ further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Releasor’s favor as of the Release Effective Release Date (as defined below). You also understand you are releasing Thus, notwithstanding the purpose of implementing a full and complete release and discharge of the claims released by this Release, Releasor expressly acknowledges that this Release is intended to include in its effect all claims which Releasor does not know or suspect to exist in his favor at the time of execution hereof arising out of or relating in any rights or claims concerning bonus(es) way to the subject matter of the actions referred to herein above and that this Release contemplates the extinguishment of any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementsuch claims.
Appears in 1 contract
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Executive (or your Executive’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseRelease arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this Release, you Executive further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Executive’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
General Release. YouIn further consideration of the covenants undertaken herein by the Company, for yourself including the payments and for your heirsbenefits described in Sections 2 and 3 herein, executors▇▇▇▇▇▇▇▇ hereby waives, administratorsreleases and forever discharges the Company, ▇▇▇▇-▇▇▇▇ and all of their respective predecessors, parents, subsidiaries, affiliates and related companies, and all of their respective past and present employees, directors, officers, members, attorneys, representatives, insurers, agents, shareholders, successors and assignsassigns (individually and collectively, knowingly and voluntarily forever waivethe “Company Releasees”), terminate, cancel, release and discharge the Released Parties from and against with respect to any and all legally waivable claims, liabilities, obligations, grievances, injuries, controversies, agreements, covenants, promises, debts, accounts, actions, causes of action, allegationssuits, rightsarbitrations, obligationssums of money, liabilities attorneys’ fees, costs, damages, or charges any right to any monetary recovery or any other personal relief (collectively, “Claims”) that you (), of whatever kind or your heirs, executors, administrators, successors and assigns) have or may havenature, whether known or unknown, in law or in equity, by reason contract, tort or pursuant to federal, state or local statute, regulation, ordinance or common law, which ▇▇▇▇▇▇▇▇ now has, or ever had, based upon or arising from any fact or set of facts, whether known or unknown to ▇▇▇▇▇▇▇▇, from the beginning of time until the Termination Date. Without limiting the generality of the foregoing, this waiver, release, and discharge includes any matterclaim or right asserted or which could have been asserted by ▇▇▇▇▇▇▇▇ against the Company, cause ▇▇▇▇-▇▇▇▇, and/or any of the Company Releasees based upon or thing occurring at arising under any time before federal, state or local tort, fair employment practices, equal opportunity, or wage and including the date of this Releasehour laws, including, without limitationbut not limited to, claims for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations the common law of the Equal Pay ActState of New York and the State of New Jersey, Title VII of the Civil Rights Act of 1964, the Civil New York State Human Rights Act of 1991Law, the Age Discrimination Employment Act of 1967 (“ADEA”)New York City Human Rights Law, the Americans with Disabilities Act of 1991Act, the Employee Retirement Income Security Age Discrimination in Employment Act, 42 U.S.C. Section 1981, the Older Workers Benefit Protection Act, the Equal Pay Act of 19901963, the SFair Labor Standards Act of 1938, the New York Labor Law, the New Jersey Law Against Discrimination, the New Jersey Wage and Hour Law, the New Jersey Family Leave Act, the New Jersey Conscientious Employee Protection Act, and the Employee Retirement Income Security Act of 1974, including all amendments thereto. Notwithstanding the generality of the foregoing, nothing in this Agreement constitutes a release or waiver by ▇▇▇▇▇▇▇▇ of (i) any claim or right that may arise after the Termination Date, (ii) any claim or right ▇▇▇▇▇▇▇▇ may have under this Agreement, (iii) any claim or right ▇▇▇▇▇▇▇▇ may have in connection with the performance of the Consulting Services, (iv) ▇▇▇▇▇▇▇▇’▇ right to receive benefits under ▇▇▇▇-▇▇▇▇’▇ Act 401(k), employee benefit plans or pension plans, if any, that either (A) have accrued or vested prior to the Termination Date or (B) are intended, under the terms of 2002such plans, to survive ▇▇▇▇▇▇▇▇’▇ separation from the Company, (v) any benefits that are due or may be due to ▇▇▇▇▇▇▇▇ under any health, dental, vision, medical, flex and welfare plan of ▇▇▇▇-▇▇▇▇ in which ▇▇▇▇▇▇▇▇ was a participant on or prior to the Termination Date or (vi) any claim or right that ▇▇▇▇▇▇▇▇ may have under Section 15(g) of the Employment Agreement or to indemnification, advancement, defense or reimbursement pursuant to any applicable directors’ and officers’ liability insurance policies or any similar insurance policies, the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned acts; and violations of any other federal, stateBylaws, or municipal fair employment statutes or laws, including, without limitation, violations of any other applicable law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
Sources: Separation and Consulting Agreement (Mack Cali Realty L P)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Employee (or your Employee’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseAgreement, including all claims arising under or in connection with Employee’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional) for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974 (“ERISA”), the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; fraudulent misrepresentation, impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this ReleaseAgreement, you Employee further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Employee’s favor as of the Effective Release Date (as defined below)Date. You also understand you For the purpose of implementing a full and complete release, Employee expressly acknowledges and agrees that this Agreement releases all claims existing or arising prior to Employee signing this Agreement which Employee has or may have against the Released Parties, whether such claims are releasing known or unknown and suspected or unsuspected by Employee and Employee forever waives all inquiries and investigations into any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementall such claims.
Appears in 1 contract
Sources: Transition Agreement (Symbotic Inc.)
General Release. YouIn exchange for the consideration provided under this Agreement to which Executive would not otherwise be entitled, Executive hereby generally and completely releases the Company and its current and former directors, officers, employees, shareholders, partners, agents, attorneys, predecessors, successors, parent and subsidiary entities, insurers, affiliates, investors and assigns (collectively, the “Released Parties”) of and from any and all from any and all actions or causes of action, suits, claims, complaints, contracts, liabilities, agreements, promises, torts, debts, damages, controversies, judgments, rights and demands, whether existing or contingent, known or unknown, suspected or unsuspected, which arise out of Executive’s employment with, change in employment status with, and/or separation of employment from, the Company (collectively, the “Released Claims”). This release is intended to be all encompassing and to act as a full and total release of any claims, whether specifically enumerated herein or not, that Executive may have or had against the Released Parties arising from conduct occurring up to and through the date of this Agreement, including, but not limited to, any claims arising from any federal, state or local law, regulation or constitution dealing with either employment, employment benefits or employment discrimination such as those laws or regulations concerning discrimination on the basis of race, color, creed, religion, age, sex, sex harassment, sexual orientation, national origin, ancestry, genetic carrier status, gender or gender identity status, handicap or disability, veteran status, any military service or application for yourself military service, or any other category protected under federal or state law; any contract, whether oral or written, express or implied, including without limitation, any letter offering employment and any stock option agreement(s); any tort; any claim for your heirs, executors, administrators, successors and assigns, knowingly and voluntarily forever waive, terminate, cancel, release and discharge equity or other benefits; or any other statutory and/or common law claim. Executive also releases the Released Parties from and against any and all legally waivable claims, causes of action, allegations, rights, obligations, liabilities or charges (collectively, “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, including, without limitation, claims for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 19641964 (as amended), the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”)Fair Labor Standards Act, the Americans with Disabilities Act of 19911990 (as amended), the Employee Retirement Income Security Age Discrimination in Employment Act of 1967 including the amendments provided by the Older Workers Benefits Protection Act (the “ADEA”), the Family Medical Leave Act, the Older Workers Benefit Protection Act of 1990California Labor Code, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002California Government Code, the Worker Adjustment California Business & Professions Code, and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned actsCalifornia Fair Employment & Housing Act; and violations any claim or claims Executive might have for back wages, salary, vacation pay, draws, incentive pay, bonuses, commissions or any and all other form of compensation under applicable law. Executive not only releases and discharges the Released Parties from any and all claims as stated above that Executive could make on his own behalf or on behalf of others, but also those claims that might be made by any other person or organization on Executive’s behalf, and specifically waives any right to recover any damage awards as a member of any other federalclass in a case in which any claim(s) against the Released Parties are made involving any matters. Notwithstanding the foregoing, statenothing in this Agreement shall affect any claims which could be made under any welfare benefit plan, pension plan, or municipal fair employment statutes other retirement plan, any worker’s compensation insurance plan or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination claim that cannot be released by virtue of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementlaw.
Appears in 1 contract
Sources: Executive Transition Services Agreement (Essex Portfolio Lp)
General Release. YouIn consideration of the obligations the Company in Paragraph 3 above and as a material inducement to the Company to enter into this Agreement, for yourself and for your Executive, on behalf of Executive, Executive’s heirs, estate, executors, administrators, successors and assigns, knowingly does hereby irrevocably and voluntarily unconditionally release, acquit and forever waive, terminate, cancel, release and discharge each of the Released Parties Releasees (as defined below) from and against any and all legally waivable claimsactions, causes of action, allegationssuits, rightsdebts, administrative or agency charges, dues, sums of money, claims, complaints, liabilities, obligations, liabilities agreements, promises, damages, demands, judgments, costs, losses, expenses and legal fees and expenses of any nature whatsoever, known or charges (collectivelyunknown, “Claims”) that you (suspected or your unsuspected, which Executive or Executive’s heirs, estate, executors, administrators, successors and assigns) assigns ever had, now have or hereafter can, shall or may have, whether known have against each or unknown, any of the Releasees by reason of any matter, cause or thing occurring at any time before and including whatsoever from the beginning of the world to the date of this ReleaseAgreement, includingincluding but not limited to any and all rights and claims under federal, without limitationstate or local laws, claims for compensation regulations or bonuses (includingrequirements, without limitationthe Age Discrimination in Employment Act, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993Act, the Workers Adjustment and Notification Act, the New York State and Human Rights Law, the New York City anti-discrimination lawsCivil Rights law, including all amendments to any the laws of the aforementioned acts; State of New York and violations all localities therein and all rights and claims relating to defamation, discrimination (on the basis of sex, race, color, national origin, religion, age, disability or otherwise), workers’ compensation, fraud, misrepresentation, breach of contract, intentional or negligent infliction of emotional distress, breach of any covenant of good faith and fair dealing, negligence, wrongful termination, wrongful employment practices or any and all other claims relating to Executive’s employment with, or separation of employment from, the Company, any and all other rights and claims arising under any federal, state, state or municipal fair employment statutes or laws, including, without limitation, violations of any other local law, rulestatute, regulation or ordinance pertaining case law, any and all rights and claims under the employment agreement dated September 11, 2002, as amended by the letter agreement dated June 16, 2004 (collectively, the “Employment Agreement”), any prior employment agreement (including but not limited to employmentthe agreement dated December 31, wages2001), compensationany offer letters and, hours workedexcept as provided in the next paragraph, any and all rights and claims to options or other equity interests in the Company or any other matters related of its Affiliates. As used in any way this Agreement, the term “Releasees” is a collective reference to your employment with the Company and its affiliates (present, former and future stockholders, subsidiaries, Affiliates, successors, assigns and employee benefit plans, and each of their respective predecessors) or directors, officers, employees, trustees, representatives, insurers and agents, each in their official and individual capacities. As used in this Agreement, the termination of that employment. In addition, in consideration term “Affiliates” is a reference to all affiliates of the provisions Company within the meaning of Rule 405 under the Securities Act of 1933, as amended. Notwithstanding anything in this ReleaseParagraph 3 to the contrary, you further agree nothing in this Paragraph 3 shall be deemed to waive any and all be a release of (i) Executive’s vested rights, if any, under the Company’s 401(k) plan, (ii) Executive’s rights under this Agreement, (iii) Executive’s rights under the laws of any jurisdiction Existing Option Agreements and the Stock Bonus Agreement, each as modified in accordance with Paragraph 2 hereof (and in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as case of the Effective Release Date Stock Bonus Agreement, as modified in accordance with Paragraph 3 hereof), (as defined below). You also understand you are releasing iv) Executive’s rights under the Indemnity Agreement between Executive and the Company dated March 4, 2002 and any rights or claims concerning bonus(es) to indemnification under any applicable law, the Company’s certificate of incorporation and bylaws and any award(srights to coverage under any directors’ and officers’ liability policies, and (v) Executive’s rights to shares of Company common stock acquired at any time (a) upon exercise of options under the Existing Option Agreements, (b) pursuant to the Stock Bonus Agreement, (c) pursuant to the stock bonus agreement dated ▇▇▇▇▇ ▇, ▇▇▇▇, (▇) in the open market or grant(s(e) under any incentive compensation plan or program, except as specifically set forth in the Transition AgreementCompany’s 401(k) plan.
Appears in 1 contract
General Release. YouEmployee, for yourself and for your on behalf of herself, her agents, heirs, executors, administrators, and assigns, does hereby release and forever discharge the Company, and its successors and assigns, knowingly and voluntarily forever waiveeach of its and their respective directors, terminateofficers, cancelemployees, release shareholders, members, partners, subsidiaries, affiliates (including any sister and discharge the Released Parties from parent companies) and against any each of their respective agents, directors, officers, partners, employees and all legally waivable claims, causes of action, allegations, rights, obligations, liabilities or charges attorneys (collectively, “ClaimsReleasees” and individually, “Releasee”) that you (or your heirs), executorsand each of them, administratorsfrom any and all claims, successors and assigns) have or may have, whether known or unknown, by reason suspected or unsuspected, that Employee has or may have relating to, or arising out of the employment of Employee with Company, or any matterclaim for negligence or wrongful termination, cause or thing occurring at including any time before and including the date of this Release, including, without limitation, claims claim for compensation or bonuses (including, without limitationtortious conduct resulting in personal injuries, any claim for an award under harassment or discrimination on the basis of race, color, national origin, religion, sex, age, sexual orientation, ancestry, medical condition, marital status, physical or mental disability, or other protected class, discharge in violation of public policy and/or violation of any compensation plan state, federal or arrangementlocal law, regulation, ordinance, constitution, or common law, including without limitation, the Age Discrimination in Employment Act, as amended (“ADEA”); breach of contract; tort; wrongful, abusivethe Older Workers Benefits Protection Act, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991Fair Labor Standards Acts, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security National Labor Relations Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Labor - Management Relations Act, the Worker Adjustment and Retraining Notification Act of 19891988, the Rehabilitation Act of 1973, the Equal Pay Act, the Pregnancy Discrimination Act, Employee Retirement Income Security Act of 1974, the Family and Medical Leave Act of 1993, , the California Fair Employment and Housing Act, the California Family Rights Act, the California Business and Professions Code, the California Labor Code, all as amended, and any other applicable laws and/or regulations of any applicable jurisdiction relating to employment or employment discrimination (including without limitation, the Arizona Civil Rights Act, the Colorado Anti-Discrimination Act, the Georgia Fair Employment Practices Act, the Illinois Human Rights Act, the Massachusetts Fair Employment Practices Act, the Minnesota Human Rights Act, the New York State Human Rights Law, the North Carolina Equal Employment Practices Act, the Pennsylvania Human Relations Act, the Tennessee Anti-Discrimination Act, the Texas Commission on Human Rights Act, all as amended) and New York City anti-discrimination lawsthe law of contract and tort. However, including all amendments this release is not intended to bar any of the aforementioned acts; and violations of any other federalclaims that, stateby statute, or municipal fair employment statutes or lawsmay not be waived, includingsuch as claims for workers’ compensation benefits, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours workedunemployment insurance benefits, or any other matters related in any way statutory right to your employment with the Company and its affiliates (and their respective predecessors) be indemnified for necessary expenditures or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction losses incurred in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as discharge of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) Employee’s duties under any incentive compensation plan or program, except as specifically set forth in the Transition AgreementCalifornia Labor Code Section 2802.
Appears in 1 contract
General Release. YouExcept for those obligations of the Company under this Agreement, and in consideration for yourself the promises described herein, the Executive, on behalf of himself and for your his dependents, successors, heirs, executorsassigns, administratorsagents, and executors (collectively, the "Releasors"), hereby releases and discharges and covenants not to ▇▇▇ to the maximum extent permitted by law, the Company and its predecessors, successors, subsidiaries, parents, branches, divisions, and other affiliates, and each of their current and former directors, officers, employees, shareholders, members, representatives, attorneys, insurers, employee benefit plans, benefit plan fiduciaries, trustees successors and assignsassignees, knowingly past and voluntarily forever waivepresent, terminateand each of them (individually and collectively, cancel, release and discharge the Released Parties "Releasees") from and against with respect to any and all legally waivable claims, wages, agreements, obligations, demands, causes of action, allegations, rights, obligationsliabilities, liabilities costs or charges (collectivelyexpenses, “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason suspected or unsuspected, concealed or hidden (collectively, "Claims"), of any matterkind whatsoever, cause related to any fact, circumstance or thing event occurring or existing at any time before and including the date Executive's execution of this ReleaseAgreement, includingarising out of or in any way connected with the Executive's engagement by, without limitationemployment relationship with or separation from the Company, claims including by way of example only, any Claims for severance pay, bonus or similar benefit, sick leave, pension, retirement, vacation pay, life insurance, health or medical insurance or any other fringe benefit, any benefits arising from any ERISA benefit plan, workers' compensation or bonuses (includingdisability, without limitation, any claim for an award under any compensation plan or arrangement); Claims of breach of contract; tort; wrongful, abusivetort Claims, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, any Claims under Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993Act, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned acts; and violations of or any other federal, state, state or municipal fair employment statutes or laws, including, without limitation, violations of any other local law, rule, regulation or ordinance pertaining to employmentordinance, wagesincluding Claims for attorneys' fees. The Executive, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration on behalf of the provisions of this ReleaseReleasors, you further agree to waive expressly waives any and all rights under granted by federal or state law or regulation that may limit the laws release of any jurisdiction unknown claims. Nothing in this Agreement, however, shall be construed as prohibiting the United States Executive from filing a charge or complaint with the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission or any other country federal, state or local governmental agency or commission (each a "Government Agency"). The Executive further understands that this Agreement does not limit the Executive's ability to communicate with any Government Agency or otherwise participate in any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information, without notice to the Company. However, to the maximum extent permitted by law, the Executive agrees that if such a general release charge or complaint is made, the Executive shall not be entitled to those recover any individual monetary relief or other individual remedies. This Agreement does not limit or prohibit the Executive's right to receive an award for information provided to any Government Agency to the extent that such limitation or prohibition is a violation of law. This Release will not operate to extinguish any rights of the Executive to indemnification or advancement of expenses as provided in Section 6.5 of this Agreement in respect of claims that relate to the performance of duties for the Company during his period of employment prior to the Separation Date or benefits under the Company's employee benefits plans that are known or suspected to exist due and payable in your favor as accordance with the terms and conditions of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementsuch plans.
Appears in 1 contract
General Release. YouExcept for the obligations undertaken by the Company under this Agreement (and any right you have to vested benefits under the written terms of any employee benefit plan that is subject to the vesting standards imposed by the Employee Retirement Income Security Act of 1974, for yourself as amended (“Vested Benefits”)), you hereby generally release the Company, its parent and for your heirssubsidiary organizations and related companies, executorsand any company or individual employed by or affiliated with those organizations and each of their officers, administratorsdirectors, successors employees, representatives and assigns, knowingly and voluntarily forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claims, causes of action, allegations, rights, obligations, liabilities or charges agents (collectively, “ClaimsReleasees”) from any and all rights, actions, suits, claims or demands of all kinds and descriptions that you ever had, now have or hereafter can, shall or may have against Releasees by reason of or arising out of: (a) any act, matters or omissions of Releasees; (b) your employment with the Company or any of its subsidiaries and affiliates; (c) any events that may have occurred during the course of your employment, your hiring, or the termination of your employment; or (d) any other matters or claims of any kind or nature arising on or before the date of your execution of this Agreement. This includes, without limitation, a release of any and all claims for bonus payments, holiday or vacation pay, overtime or other compensation, breach of contract, wrongful discharge, disability benefits, life, health and medical insurance, sick leave, or any other fringe benefit, employment discrimination, emotional distress, violations of public policy, defamation, fraudulent inducement, wrongful termination, severance pay, and attorneys’ fees. You are also specifically releasing any rights or claims you may have, if any, under: the Family and Medical Leave Act; the Employee Retirement Income Security Act (except for Vested Benefits); the Worker Adjustment Retraining and Notification Act; Age Discrimination in Employment Act of 1967 (“ADEA”) (which prohibits discrimination in employment based on age); Title VII of the Civil Rights Act of 1964 (which prohibits discrimination in employment based on race, color, national origin, religion or sex); the Rehabilitation Act; the Labor Management Relations Act, the Equal Pay Act (which prohibits paying men and women unequal pay for equal work), the Americans with Disabilities Act; Title II of the Genetic Information Non-Discrimination Act; the Fair Credit Reporting Act; the laws, rules, regulations, codes, ordinances and other sources of legal rights listed on Exhibit B to this Agreement; and any other federal, state or local laws or regulations prohibiting discrimination or retaliation in employment. This release covers all of the above-described claims that you or your heirs, executors, administrators, successors successors, and assigns) have assigns now have, ever had or may hereafter have, whether known or unknown, by reason of any mattersuspected or unsuspected, cause or thing occurring at any time before up to and including the date of this ReleaseAgreement. You hereby expressly agree that this Agreement shall extend and apply to all unknown, includingunsuspected and unanticipated injuries and damages, without limitationas well as any that are now disclosed, arising prior to your execution of this Agreement. This release does not extend to those rights, which as a matter of law cannot be waived. Nothing in this Agreement shall limit your right to file a charge or complaint with any state or federal agency or to participate or cooperate in such a proceeding. However, to the maximum extent permitted by law, you agree that if such an administrative claim is made, with the exception of any claims for compensation with the Securities and Exchange Commission, you shall not be entitled to recover any individual monetary relief or bonuses (including, without limitation, other individual remedies. If any claim is not subject to release, to the extent permitted by law, you waive any right or ability to be a class or collective action representative or to otherwise participate in any putative or certified class, collective or multi-party action or proceeding based on such a claim in which any Releasee is a party. Subject to the exceptions outlined in Paragraph 20 of this Agreement, you further agree, promise and covenant that, to the maximum extent permitted by law, neither you, nor any person, organization, or other entity acting on your behalf has or will file a lawsuit for an award damages or other relief (including injunctive, declaratory, monetary relief or other) against Releasees involving any claim which you have released in this Agreement. This Agreement shall not affect your rights under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination laws, including all amendments (“OWBPA”) to any have a judicial determination of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions validity of this Releaserelease and waiver. By signing this Agreement, you further agree are forever giving up your rights to waive any and all rights under make the laws of any jurisdiction in the United States aforementioned claims or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementdemands.
Appears in 1 contract
General Release. You(a) Executive knowingly and voluntarily waives, for yourself terminates, cancels, releases and for your heirsdischarges forever the Company and its present and past subsidiaries and affiliates, executors, administrators, its and their respective successors and assigns, knowingly and voluntarily forever waivethe present and past shareholders, terminateofficers, canceldirectors, release members, employees, agents and discharge representatives of each of the foregoing (collectively, the “Released Parties Parties”), from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Executive (or your Executive’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseAgreement arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this ReleaseAgreement, you Executive further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Executive’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
General Release. YouIn return for the good and valuable consideration provided in the Employment Agreement, for yourself and for your Executive, on behalf of himself, her heirs, executors, administrators, successors and assignsassigns (collectively referred to as the “Releasing Executive”), knowingly hereby releases and voluntarily forever waivedischarges the Company, terminateits Affiliates (as such term is defined in the Employment Agreement), canceland their respective officers, release directors, employees, shareholders, agents, successors and discharge assigns (collectively referred to as “the Released Parties Company”), from and against any and all legally waivable claims, actions or causes of action, allegationssuits, rightsdebts, obligationsdues, liabilities sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, extents, executions, claims, and demands whatsoever, in law, admiralty or charges (collectivelyequity, “Claims”) that you (which against the Released Company, the Releasing Executive ever had, now has or your heirshereafter, executorscan, administrators, successors and assigns) have shall or may havehave against the Released Company through the date Executive executes this Agreement, whether known including for, upon, or unknown, by reason of Executive’s employment or termination of employment with the Released Company and any matterdisagreements with respect to such employment through the day she executes this Agreement, cause or thing occurring at any time before and including the date of this Release, including, without limitation, claims for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful wrongful discharge or dismissal; impairment other tort, and all rights under federal, state or local law, including those that prohibit race, sex, age, religion, national origin, handicap, disability or other forms of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of , including but not limited to, the Equal Pay Age Discrimination in Employment Act, as amended, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, any state or local human rights laws, and all claims under the Age Discrimination Employment Act of 1967 (“ADEA”)Workers’ Compensation laws, the Equal Pay Act, the National Labor Relations Act, as amended, the Americans with Disabilities Act of 1991Act, the Federal Rehabilitation Act, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 19901974, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989as amended, the Family and Medical Leave Act of 1993Act, the New York State and New York City anti-discrimination lawsclaims arising under any contract, side letter, offer letter, policy, practice, program or plan, including all amendments to any of the aforementioned acts; and violations of any other federalclaims for severance pay, stateincentive compensation, change in control payments, bonus, or municipal fair employment statutes other compensation or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementbenefits.
Appears in 1 contract
Sources: Employment Agreement (Metromedia International Group Inc)
General Release. YouIn consideration of the benefits provided to the undersigned (the “Executive”) pursuant to that certain Retirement Agreement dated June 18, for yourself 2018 by and for your heirsbetween LOWE’▇ ▇▇▇PANIES, executorsINC. a North Carolina corporation (the “Company”), administratorsand the Executive (the “Retirement Agreement”), successors the Executive hereby irrevocably and assignsunconditionally releases, knowingly acquits and voluntarily forever waivedischarges the Company, terminateas well as each of the Company’s officers, canceldirectors, release employees, parents, subsidiaries, or related entities and discharge agents (the Released Parties Company and the Company officers, directors, employees, parents, subsidiaries, related entities, and agents being collectively referred to herein as the “Releasees”), or any of them, from and against any and all legally waivable charges, complaints, claims, causes of action, allegations, rightsliabilities, obligations, liabilities or charges promises, demands, costs, losses, debts, and expenses (collectivelyincluding attorney fees and costs actually incurred), “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason of any matternature whatsoever, cause in law or thing occurring at any time before and including equity, arising out of the date Executive’s employment with the Company or the termination of this Releasethe Executive’s employment with the Company, including, without limitation, all claims for compensation asserted or bonuses (that could be asserted by the Executive against any of the Releasees in any litigation arising in federal, state, or municipal court asserting any claim arising from any alleged violation by the Releasees of any federal, state, or local statutes, ordinances, or common law, including, without limitationbut not limited to, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Age Discrimination in Employment Act, Title VII of the Civil Rights Act of 1964, the Equal Pay Act, the Americans with Disabilities Act, the Fair Labor Standards Act, the Executive Retirement Income Security Act of 1974, the Rehabilitation Act of 1973, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act, the Civil Rights Act of 19931866, the New York State and New York City anti-any other employment discrimination laws, including as well as any other claims based on constitutional, statutory, common law, or regulatory grounds, as well as any claims based on theories of retaliation, wrongful or constructive discharge, breach of contract or implied covenant, fraud, misrepresentation, intentional and/or negligent infliction of emotional distress, or defamation, which the Executive now has, owns, or holds, or claims to have, own, or hold, or which the Executive had, owned, or held, or claimed to have, own or hold at any time before execution of this Agreement, against any or all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition AgreementReleasees.
Appears in 1 contract
General Release. (a) You, for on behalf of yourself and for your family, agents, representatives, heirs, executors, trustees, administrators, attorneys, successors and assigns (the “Releasors”), hereby irrevocably and unconditionally release, settle, cancel, acquit, discharge and acknowledge to be fully satisfied, and covenant not to sue the Company and each of its respective past and/or present parents, subsidiaries, affiliates, successors and assigns, knowingly and voluntarily forever waiveeach of their respective predecessors, terminateand past and/or present directors, cancelmanagers, release officers, employees, agents or other representatives, and discharge employee benefit plans of the Released Parties Company or its affiliates, including, but not limited to, trustees and administrators of these plans, in each case, in their individual and/or representative capacities (collectively, the “Releasees”) from and against any and all legally waivable claims, contractual or otherwise, demands, costs, rights, causes of action, allegationscharges, rightsdebts, liens, promises, obligations, liabilities or charges (collectivelycomplaints, “Claims”) that you (or your heirslosses, executors, administrators, successors damages and assigns) have or may haveall liability of whatever kind and nature, whether known or unknown, by reason and hereby waive any and all rights that he, she or it may have, from the beginning of any matter, cause or thing occurring at any time before up to and including the date time of signing this ReleaseRelease Agreement, or that otherwise may exist or may arise in respect of your employment or separation from employment with the Company, or is in any way connected with or related to any applicable compensatory or benefit plan, program, policy or arrangement, including, without limitationbut not limited to, any claims for compensation arising under any United States federal, state or bonuses (local laws or any applicable laws of any other country, including, without limitationbut not limited to, any claim for an award and all claims under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, as amended, the Age Discrimination in Employment Act of 1967 (“ADEA”)1967, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Actas amended, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Equal Pay Act, the Americans with Disabilities Act of 20021990, the Worker Adjustment and Retraining Notification Act of 1989as amended, the Family and Medical Leave Act of 1993, the New York State Employee Retirement Income Security Act of 1974, as amended, and New York City anti-discrimination lawsany and all other United States federal, state or local regulations, ordinances or public policies, any common law or equity claims and any applicable laws of any other country, or claims under any policy, agreement, understanding or promise, written or oral, formal or informal, between the Company and any of its affiliates and yourself, now or hereafter recognized, including claims for wrongful discharge, slander and defamation, as well as all amendments claims for counsel fees and costs; provided, that such released claims shall not (i) include any claims to enforce your rights under, or with respect to, this Release Agreement or the severance payments and benefits to be provided under Section 7(f)(i) of your Employment Agreement, dated as of [DATE], by and between you and the Company (the “Employment Agreement”), (ii) include any claims that may arise after the date on which you or the Company signs this Release Agreement, (iii) include any claims that cannot be waived as a matter of law, (iv) include any claims for vested employee benefits, (v) include any right to exercise options or other equity awarded under the Company’s 2020 Incentive Plan, as amended from time to time, or (v) be considered a waiver of or otherwise limit your rights in your capacity as an officer of the Company to indemnification, exculpation, or liability or advancement of expenses under the Company’s governing documents or benefits under any directors or officers insurance policy maintained by the Company (the foregoing sub-clauses (i) through (iv) shall collectively be referred to as the “Retained Claims”).
(b) The Releasors agree not to bring any action, suit or proceeding whatsoever (including the initiation of governmental proceedings or investigations of any type) against any of the aforementioned acts; and violations of Releasees hereto for any matter or circumstance concerning which the Releasors have released the Releasees under this Release Agreement. Further, the Releasors agree not to encourage any other federalperson or suggest to any other person that he, she or it institute any legal action against the Releasees. Notwithstanding the foregoing or any other provision of this Release Agreement, nothing in this Release Agreement shall be construed to prohibit the Executive from (i) complying with a subpoena with regard to an investigation conducted by the appropriate local, state, or municipal fair employment statutes federal agency; (ii) filing or lawsdisclosing any facts necessary to receive unemployment insurance, Medicaid, or other public benefits to which Executive is entitled; (iii) seeking recourse through a government agency exercising rights that are not allowed to be released by applicable law, including the filing of an administrative charge or complaint with the Equal Employment Opportunity Commission or other administrative agency, provided that, Executive acknowledges and agrees that, by virtue of this Agreement, Executive has waived any available relief (including, without limitationbut not limited to, violations monetary damages, equitable relief and reinstatement) under any of any other law, rule, regulation or ordinance pertaining to employment, the claims and/or causes of action waived in this Agreement; (iv) asserting claims for wages, compensationbonuses, hours workedvacation and sick pay that become due after the date of this Agreement; or (v) asserting claims for breach of this Release Agreement. Nothing contained in this Release Agreement, however, waives or any other matters related in any way releases Executive’s right to your employment with receive a monetary award from the Company and its affiliates Securities Exchange Commission (and their respective predecessors“SEC”) or the termination of that employment. In addition, in consideration of Commodity Futures Trading Commission (“CFTC”) for information provided to the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States SEC or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition AgreementCFTC.
Appears in 1 contract
Sources: Employment Agreement (Eos Energy Enterprises, Inc.)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Consultant knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Consultant (or your Consultant’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseRelease arising under or in connection with Consultant’s provision of services or termination of such services to the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; { } attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this Release, you Consultant further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Consultant’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Employee (or your Employee’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseRelease arising under or in connection with Employee’s employment or termination of employment with the Company or the Released Parties, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this Release, you Employee further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Employee’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Employee (or your Employee’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, arising under or in connection with Employee’s employment or service or termination of employment or service with Busey, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including, without limitation, rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974 (“ERISA”), the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, and the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts, provided that the foregoing identification of statutes is for purposes of example only, and the omission of any specific statute or law shall not limit the scope of this Release in any manner; and violations of any other federal, state, or municipal fair employment statutes local statutes, regulations or lawslaws that may be legally waived and released, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) Claims for compensation or the termination of that employment. In additionbonuses, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States whether or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) not paid under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional
Appears in 1 contract
General Release. You(a) Notwithstanding anything to the contrary in the Employment Agreement, for yourself Employee knowingly, voluntarily and for your heirsirrevocably waives, executorsterminates, administratorscancels, successors releases, discharges, and assignsforever acquits the Company, knowingly the Bank and their affiliates, and the Company and the Bank, and their affiliates, each and severally, voluntarily forever and irrevocably waive, terminate, cancel, release release, discharge, and discharge forever acquit the Released Parties Employee (except for violations of law or as otherwise prohibited by operation of law as contemplated by Section 22 hereof), from and against any and all legally waivable claimsactions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, or charges (collectively, the “Claims”) that you (or your heirsof every kind and nature, executors, administrators, successors known and assigns) have or may have, whether known or unknown, by reason of any matterin law and equity, cause or thing ex delicto, ex contractu, occurring at any time before and including during Employee’s employment through the date of execution of this ReleaseAmendment to the Employment Agreement and arising under or in connection with Employee’s employment with the Company and the Bank, including, without limitation, : claims for compensation or bonuses (includingbonuses, without limitation, any claim for an award whether or not paid under any compensation plan plan, arrangement or arrangement)the Employment Agreement; breach of contract; tort; wrongful, abusive, unfair, constructive constructive, or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ ; attorneys’ fees; whistleblower claimsClaims; emotional distress’ ; intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 20021974, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your Employee’s employment with the Company or the Bank. Apart from the payments of base salary, benefits and expenses required to be paid or provided after the date of this Amendment pursuant to the Employment Agreement (as modified by this Amendment), and any other accrued benefits that Employee has vested as of the date of this Amendment, from and after the date of this Amendment, the Company, the Bank and their affiliates shall not have any liability to Employee for any compensation, bonuses, severance or change in control pay (including but not limited to that provided under Sections 9, 10 and 11 of the Employment Agreement), equity awards (including those contemplated under Schedule E of the Investment Agreement dated as of December 17, 2008 between the Company and ▇▇ ▇▇▇▇▇▇ Investments L.P.), property or benefits resulting from Employee’s employment or service or termination from service as President and Chief Executive Officer or Executive Advisor or director or on any other basis whether or not specifically referenced above related to Employee’s employment or termination of employment, or otherwise pursuant to his change of duties and compensation to non-officer Executive Advisor as described in this Amendment. The foregoing notwithstanding, the provisions of and indemnification afforded to Employee (and his heirs, executors, and administrators) by the Company pursuant to Section 4(c) of the Employment Agreement or under the Company’s Articles of Incorporation or By-Laws shall continue in effect at all times and survive the termination of the Employment Agreement, as amended. You have twenty-one (21) days to review and consider this release. Notwithstanding anything contained herein to the contrary, the ADEA portion of the release will not become effective or enforceable for a period of seven (7) calendar days following the date of its execution, during which time you may revoke your acceptance of that portion of the release by notifying the General Counsel of the Company in writing. To be effective, such revocation must be received by the Company no later than 5:00 p.m. on the seventh calendar day following its execution. Provided that you do not revoke the ADEA portion of the release, the eighth (8th) day following the date on which this release is executed shall be the effective date of the ADEA portion of the release. In the event of your revocation of the ADEA portion of the release, this Amendment will be null and void and of no effect, and the Company and the Bank and its affiliates will have no obligations under this Amendment.
(b) Notwithstanding anything to the contrary in the Employment Agreement, Employee knowingly, voluntarily and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive irrevocably waives any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Employee’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementdate hereof.
Appears in 1 contract
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, knowingly and voluntarily forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claims, causes of action, allegations, rights, obligations, liabilities or charges (collectively, “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, including, without limitation, claims for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.defined
Appears in 1 contract
General Release. a. You, for on behalf of yourself and for your family, agents, representatives, heirs, executors, trustees, administrators, attorneys, successors and assigns (the “Releasors”), hereby irrevocably and unconditionally release, settle, cancel, acquit, discharge and acknowledge to be fully satisfied, and covenant not to ▇▇▇ the Company and each of its respective past and/or present parents, subsidiaries, affiliates, successors and assigns, knowingly and voluntarily forever waiveeach of their respective predecessors, terminateand past and/or present directors, cancelmanagers, release officers, employees, agents or other representatives, and discharge employee benefit plans of the Released Parties Company or its affiliates, including, but not limited to, trustees and administrators of these plans, in each case, in their individual and/or representative capacities (collectively, the “Releasees”) from and against any and all legally waivable claims, contractual or otherwise, demands, costs, rights, causes of action, allegationscharges, rightsdebts, liens, promises, obligations, liabilities or charges (collectivelycomplaints, “Claims”) that you (or your heirslosses, executors, administrators, successors damages and assigns) have or may haveall liability of whatever kind and nature, whether known or unknown, by reason and hereby waive any and all rights that he, she or it may have, from the beginning of any matter, cause or thing occurring at any time before up to and including the date time of signing this ReleaseRelease Agreement, or that otherwise may exist or may arise in respect of your employment or separation from employment with the Company, or is in any way connected with or related to any applicable compensatory or benefit plan, program, policy or arrangement, including, without limitationbut not limited to, any claims for compensation arising under any United States federal, state or bonuses (local laws or any applicable laws of any other country, including, without limitationbut not limited to, any claim for an award and all claims under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, as amended, the Age Discrimination in Employment Act of 1967 (“ADEA”)1967, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Actas amended, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Equal Pay Act, the Americans with Disabilities Act of 20021990, the Worker Adjustment and Retraining Notification Act of 1989as amended, the Family and Medical Leave Act of 1993, the New York State Employee Retirement Income Security Act of 1974, as amended, and New York City anti-discrimination lawsany and all other United States federal, state or local regulations, ordinances or public policies, any common law or equity claims and any applicable laws of any other country, or claims under any policy, agreement, understanding or promise, written or oral, formal or informal, between the Company and any of its affiliates and yourself, now or hereafter recognized, including claims for wrongful discharge, slander and defamation, as well as all amendments claims for counsel fees and costs; provided, that such released claims shall not (i) include any claims to enforce your rights under, or with respect to, this Release Agreement or the severance payments and benefits to be provided under Section 7(f)(i) of your Employment Agreement, dated as of February 24, 2021, by and between you and the Company (the “Employment Agreement”), (ii) include any claims that may arise after the date on which you or the Company signs this Release Agreement, (iii) include any claims that cannot be waived as a matter of law, (iv) include any claims for vested employee benefits, (v) include any right to exercise options or other equity awarded under the Company’s 2012 Equity Incentive Plan, as amended from time to time, or the Company’s 2020 Incentive Plan, as amended from time to time, or (v) be considered a waiver of or otherwise limit your rights in your capacity as an officer of the Company to indemnification, exculpation, or liability or advancement of expenses under the Company’s governing documents or benefits under any directors or officers insurance policy maintained by the Company (the foregoing sub-clauses (i) through (iv) shall collectively be referred to as the “Retained Claims”).
b. The Releasors agree not to bring any action, suit or proceeding whatsoever (including the initiation of governmental proceedings or investigations of any type) against any of the aforementioned acts; Releasees hereto for any matter or circumstance concerning which the Releasors have released the Releasees under this Release Agreement. Further, the Releasors agree not to encourage any other person or suggest to any other person that he, she or it institute any legal action against the Releasees. Nothing in this Release Agreement limits your ability to file a charge or complaint with the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and violations of Health Administration, the Securities and Exchange Commission or any other federal, state, state or municipal fair employment statutes local governmental agency or laws, including, without limitation, violations of any other law, rule, regulation commission or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with self-regulatory organization (the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below“Government Agencies”). You also further understand you are releasing that this Release Agreement does not limit your ability to communicate with the Government Agencies or otherwise participate in any rights investigation or claims concerning bonus(es) and proceeding that may be conducted by any award(s) Government Agency, including providing documents or grant(s) under other information, without notice to the Company. This Release Agreement does not limit your right to receive an award for information provided to any incentive compensation plan or program, except as specifically set forth in the Transition AgreementGovernment Agencies.
Appears in 1 contract
Sources: Employment Agreement (Eos Energy Enterprises, Inc.)
General Release. YouThe Executive covenants and agrees that the Executive hereby irrevocably and unconditionally releases, for yourself acquits and for your heirsforever discharges the Company, executorsas well as each of the Company's officers, administratorsdirectors, successors employees, subsidiaries, and assignsagents (the Company and the Company's officers, knowingly directors, employees, subsidiaries and voluntarily forever waiveagents being collectively referred to herein as the "Releasees"), terminateor any of them, cancel, release and discharge the Released Parties from and against any and all legally waivable charges, complaints, claims, causes of action, allegations, rightsliabilities, obligations, liabilities or charges promises, demands, costs, losses, debts, and expenses (collectivelyincluding attorneys' fees and costs actually incurred), “Claims”) that you (or your heirs, executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason of any matternature whatsoever, cause in law or thing occurring at equity, arising out of the Executive's employment with the Company or the termination of the Executive's employment with the Company (other than any time before and including claim arising out of the date breach by the Company of the terms of this ReleaseAgreement), including, without limitation, all claims for compensation asserted or bonuses (that could be asserted by the Executive against the Company in any litigation arising from summonses and complaints filed in federal, state or municipal court asserting any claim arising from any alleged violation by the Releasees of any federal, state, or local statutes, ordinances, or common law, including, without limitationbut not limited to, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Age Discrimination in Employment Act, Title VII of the Civil Rights Act of 1964, as amended, the Equal Pay Act, the Americans with Disabilities Act, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, the Rehabilitation Act of 1973, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act, the Civil Rights Act of 19931866, the New York State and New York City anti-any other employment discrimination laws, including as well as any other claims based on constitutional, statutory, common law, or regulatory grounds, as well as any claims based on theories of retaliation, wrongful or constructive discharge, breach of contract or implied covenant, fraud, misrepresentation, intentional and/or negligent infliction of emotional distress, or defamation, which the Executive now has, owns, or holds, or claims to have, own, or hold, or which the Executive had, owned, or held, or claimed to have, own or hold at any time before execution of this Agreement, against any or all amendments of the Releasees; provided, however, that the foregoing release shall not apply to any claims which the Executive may have for the payments or provision of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of benefits under this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
General Release. YouIn consideration of the obligations of the Company in Paragraph 3 above and as a material inducement to the Company to enter into this Agreement, for yourself and for your Executive, on behalf of Executive, Executive’s heirs, estate, executors, administrators, successors and assigns, knowingly does hereby irrevocably and voluntarily unconditionally release, acquit and forever waive, terminate, cancel, release and discharge each of the Released Parties Releasees (as defined below) from and against any and all legally waivable claimsactions, causes of action, allegationssuits, rightsdebts, administrative or agency charges, dues, sums of money, claims, complaints, liabilities, obligations, liabilities agreements, promises, damages, demands, judgments, costs, losses, expenses and legal fees and expenses of any nature whatsoever, known or charges (collectivelyunknown, “Claims”) that you (suspected or your unsuspected, which Executive or Executive’s heirs, estate, executors, administrators, successors and assigns) assigns ever had, now have or hereafter can, shall or may have, whether known have against each or unknown, any of the Releasees by reason of any matter, cause or thing occurring at any time before and including whatsoever from the beginning of the world to the date of this ReleaseAgreement, includingincluding but not limited to any and all rights and claims under federal, without limitationstate or local laws, claims for compensation regulations or bonuses (includingrequirements, without limitationthe Age Discrimination in Employment Act, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993Act, the New York State Workers Adjustment and New York City anti-Notification Act, the laws of the Commonwealth of Massachusetts and all localities therein and all rights and claims relating to defamation, discrimination laws(on the basis of sex, including race, color, national origin, religion, age, disability or otherwise), workers’ compensation, fraud, misrepresentation, breach of contract, intentional or negligent infliction of emotional distress, breach of any covenant of good faith and fair dealing, negligence, wrongful termination, wrongful employment practices or any and all amendments other claims relating to Executive’s employment with, or separation of employment from, the Company or any of the aforementioned acts; its Affiliates, any and violations of all other rights and claims arising under any other federal, state, state or municipal fair employment statutes or laws, including, without limitation, violations of any other local law, rulestatute, regulation or ordinance pertaining to employmentcase law, wages, compensation, hours worked, or any other matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights and claims under the laws Second Amended and Restated Employment Agreement dated as of November 2, 1999, as amended by Amendment No. 1 to Employment Agreement dated October 31, 2001, among the Company, Monster, Inc. and Executive (collectively, the “Employment Agreement”), any jurisdiction prior employment agreement (including but not limited to the Employment Agreement dated as of November 10, 1995), any offer letters and, except as provided in the United States next paragraph, any and all rights and claims to options or other equity interests in the Company or any other country that limit of its Affiliates. As used in this Agreement, the term “Releasees” is a general collective reference to the Company, Monster, Inc., Adion, Inc., Adion Information Services, Inc., and HGI Acquisition Corp., and each of their respective present, former and future stockholders, subsidiaries, Affiliates, successors, assigns and employee benefit plans, and each of their respective directors, officers, employees, trustees, representatives, insurers and agents, each in their official and individual capacities. As used in this Agreement, the term “Affiliates” is a reference to all affiliates within the meaning of Rule 405 under the Securities Act of 1933, as amended. Notwithstanding anything in this Paragraph 3 to the contrary, nothing in this Paragraph 3 shall be deemed to be a release to those claims that are known or suspected to exist in your favor of (i) Executive’s vested rights, if any, under the Company’s 401(k) plan, (ii) Executive’s rights under this Agreement and under the Consulting Agreement dated as of the Effective Release Date date hereof (the “Consulting Agreement”), (iii) Executive’s rights under the Specified Option Agreements, each as defined below). You also understand you are releasing modified in accordance with Paragraph 2 hereof, (iv) Executive’s rights under the Indemnity Agreement between Executive and the Company dated as of September 16, 1996 and any rights or claims concerning bonus(es) to indemnification under any applicable law, the Company’s certificate of incorporation and bylaws and any award(srights to coverage under any directors’ and officers’ liability policies, and (v) Executive’s rights to shares of Company common stock acquired at any time (a) upon exercise of options under the Specified Option Agreements or grant(sthe option agreements dated January 3, 1996, January 6, 1997 (two agreements), December 12, 1997, or December 9, 1998 (the foregoing option agreements other than the Specified Option Agreements are sometimes referred to herein as the “Other Option Agreements”), (b) in the open market or (c) under any incentive compensation plan or program, except as specifically set forth in the Transition AgreementCompany’s 401(k) plan.
Appears in 1 contract
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Employee (or your Employee’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, arising under or in connection with Employee’s employment or termination of employment with Employer, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974 (“ERISA”), the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and suffering; and punitive or exemplary damages (the Company and its affiliates (and their respective predecessors) or the termination of that employment“Released Matters”). In addition, in consideration of the provisions of this Release, you Employee further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Employee’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Executive (or your Executive’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseRelease arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this Release, you Executive further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Executive’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Employee (or your Employee’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseAgreement, including all claims arising under or in connection with Employee’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974 (“ERISA”), the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; fraudulent misrepresentation, impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this ReleaseAgreement, you Employee further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Employee’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition AgreementDate.
Appears in 1 contract
Sources: Transition Agreement (Symbotic Inc.)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Employee (or your Employee's heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, arising under or in connection with Employee's employment or termination of employment with Employer, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including, without limitation, rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974 (“ERISA”), the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys' fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and suffering; and punitive or exemplary damages (the Company and its affiliates (and their respective predecessors) or the termination of that employment“Released Matters”). In addition, in consideration of the provisions of this Release, you Employee further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Employee's favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
General Release. YouIn exchange for the Separation Pay and benefits set forth in Paragraph 2, for yourself You hereby unconditionally agree to the following:
a) You hereby agree to release, acquit, and for your heirsforever discharge: ▇▇▇▇▇▇▇▇; all of its affiliates, executorspredecessors, administratorssuccessors, and assigns; all of their current and former directors, officers, trustees, employees, agents, representatives, and attorneys; any persons acting by, through, under, or in concert with any of them; and all successors and assignsassigns thereof (collectively, knowingly and voluntarily forever waive, terminate, cancel, release and discharge the “Released Parties Parties”) from and against any and all legally waivable claims, charges, complaints, liabilities, obligations, promises, agreements, damages, actions, causes of action, allegationssuits, rights, obligationsentitlements, liabilities costs, losses, debts, and expenses (including attorneys’ fees and legal expenses), which arose in whole or charges in part from Your employment with ▇▇▇▇▇▇▇▇ or separation therefrom, and any other dealings of any kind between You and ▇▇▇▇▇▇▇▇ and/or any officer, director, agent or employees of ▇▇▇▇▇▇▇▇, which have transpired prior to the execution of this Agreement (collectively, collectively “Claims”) that you (or your heirs), executors, administrators, successors and assigns) have or may have, whether known or unknown, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, including, without limitation, claims for compensation or bonuses (including, without limitationbut not limited to, any claim for an award and all Claims under any compensation plan or arrangementthe Age Discrimination in Employment Act, codified at Chapter 14 of Title 29 of the United States Code, 29 U.S.C. § 621-634 (the “ADEA”), as amended by the Older Workers Benefits Protection Act (“OWBPA”); breach Employee Retirement Income Security Act of contract1974, as amended; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Equal Pay Act of 1991and Fair Labor Standards Act, the Age Discrimination Employment Act of 1967 (“ADEA”)as amended, and any other applicable wage payment laws; the Americans with Disabilities Act; the Family and Medical Leave Act and any applicable state family and medical leave laws; the Consolidated Omnibus Budget Reconciliation Act; any other applicable federal or state civil rights or anti-discrimination laws or regulations; any applicable municipal civil rights ordinance; any express or implied contract right; any cause of 1991action alleging defamation, invasion of privacy, breach of the Employee Retirement Income Security Actcovenant of good faith and fair dealing, wrongful discharge in violation of public policy, intentional infliction of emotional distress or promissory estoppel; and any and all other claims of any kind based on any federal, state, or local constitution, statute, law, rule, regulation, judicial doctrine, contract, or common law, whether or not involving alleged continuing violations. You are not releasing any right of indemnification and advancement (if any) You may have for actions within the Older Workers Benefit Protection Act course and scope of 1990, the SYour employment with ▇▇▇▇▇▇▇▇ under applicable law, Your indemnification agreement and any applicable policies of ▇▇▇▇▇▇▇▇. If any Claims are not subject to release, to the extent permitted by law, You waive any right or ability to be a class or collective action representative or to otherwise participate in any putative or certified class, collective or multi-party action or proceeding based on such Claims in which any of the Released Parties is a party. Notwithstanding the foregoing, You are not waiving any Claims or rights (i) that may arise after the date that You sign this Agreement, including under the ADEA as amended by the OWBPA, (ii) for breach or enforceability of this Agreement, (iii) for reimbursement of business expenses incurred on behalf of ▇▇▇▇▇▇▇▇ Act under its expense reimbursement policies, or (iv) that controlling law clearly states may not be released by private settlement, such as, but not limited to, claims for unemployment insurance or Worker’s Compensation benefits for job-related illness or injury.
b) You hereby waive any right to receive personal relief as a consequence of 2002, any Claims filed with or by the Worker Adjustment and Retraining Notification Act of 1989, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsEqual Employment Opportunity Commission or any other person or entity (governmental or otherwise), including all amendments to any class or collective action lawsuit or complaint filed by any individual or entity against any of the aforementioned acts; Released Parties, as permitted by law. However, You acknowledge nothing in this Agreement limits Your right to receive a monetary award for information provided to the Securities and violations Exchange Commission or under the whistleblower statutes administered by the Occupational Safety and Health Admiration (“OSHA”).
c) You hereby agree to secure the dismissal, with prejudice, of any proceeding, grievance, action, charge or complaint, if any, that You or anyone else on Your behalf has filed or commenced against ▇▇▇▇▇▇▇▇ or any of the other federalReleased Parties with respect to any matter involving Your employment with ▇▇▇▇▇▇▇▇, state, or municipal fair Your separation from employment statutes or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours workedwith ▇▇▇▇▇▇▇▇, or any other matters related in any way to your employment with matter that is the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions subject of this Release, you further agree to waive any and all .
d) This Agreement does not abrogate Your existing rights under the laws of any jurisdiction in the United States ▇▇▇▇▇▇▇▇ benefit plan or any other country that limit a general plan or agreement related to equity ownership in ▇▇▇▇▇▇▇▇; however, it does waive, release to those claims that are known or suspected to exist in your favor and forever discharge Claims existing as of the Effective Release Date (as defined below). date You also understand you are releasing any rights execute this Agreement involving Meredith’s alleged unlawful or claims concerning bonus(es) and any award(s) or grant(s) wrongful treatment of You under any incentive compensation such benefit plan, plan or program, except as specifically set forth in the Transition Agreementagreement of which You are aware.
Appears in 1 contract
Sources: Separation Agreement (Meredith Corp)
General Release. You(a) On behalf of myself, for yourself and for your my heirs, executors, administrators, successors and assigns, knowingly I irrevocably and voluntarily unconditionally release, waive and forever waive, terminate, cancel, release and discharge the Released Parties Company, Parent, its members, divisions, subsidiaries, affiliates and related companies, including the Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from and against any and all legally waivable claims, demands, actions, causes of action, allegationscosts, rightsfees and all liability whatsoever, obligationswhether known or unknown, liabilities fixed or charges contingent, suspected or unsuspected (collectively, “Claims”) that you (or your heirs), executorswhich I had, administratorshave, successors and assigns) have or may havehave against Releasees relating to or arising out of my employment by or separation from the Company and its direct and indirect subsidiaries and parents (collectively, whether known or unknownthe “Company Group”), by reason of any matter, cause or thing occurring at any time before up to and including the date of execution of this Release, includingother than my right to receive the severance payments and other benefits and consideration described in the Agreement. This Release includes, without limitation: (i) claims at law or equity or sounding in contract (express or implied) or tort; (ii) claims arising under any federal, claims for compensation state or bonuses local laws of any jurisdiction that prohibit age, sex, race, national origin, color, disability, religion, veteran or military status, sexual orientation or any other form of discrimination, harassment or retaliation (including, without limitation, any claim for an award under any compensation plan or arrangement); breach the Civil Rights Act of contract; tort; wrongful1866, abusivethe Age Discrimination in Employment Act, unfairthe Older Workers Benefit Protection Act, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Rehabilitation Act, the Older Workers Benefit Protection Act of 1990Family and Medical Leave Act, the S▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 20021994, the Worker Adjustment and Retraining Notification Act of 1989▇▇▇▇▇ Civil Rights Act, the Family and Medical Leave Act of 1993or any other federal, the New York State and New York City anti-discrimination state or local laws, including all amendments to any of the aforementioned actsregulations and ordinances governing discrimination, harassment or retaliation in employment; and violations the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or municipal fair employment statutes or laws, including, without limitation, violations of any other common law, rulestatute, regulation or ordinance pertaining to employment, wages, compensation, hours worked, decision); (iii) claims arising under the Employee Retirement Income Security Act; or (iv) any other matters statutory or common law claims related in any way to your my employment with the Company and its affiliates (and their respective predecessors) or my separation from the termination of that employmentCompany. In addition, in consideration I further covenant not to ▇▇▇ any of the provisions Releasees with respect to any matters released hereby.
(b) This release does not include a release or waiver of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) I have, or might subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, this Release shall not release the Company from its continuing obligation to honor the terms of the Agreement. However, this Release shall remain in full force and effect regardless of any award(sclaim by me that the Company failed to honor the terms of the Agreement. In the event of any such dispute, my sole remedy against the Company shall be to enforce the terms of the Release Agreement. I am also not waiving, and nothing in this Release is intended to waive, any right to coverage under any directors and officers insurance coverage, if any, provided by the Company, the Company Group, or any member of the Company Group, or any right to indemnification or expense advancement under any indemnification agreement, or any applicable Company Group articles of incorporation, bylaws or similar organizational document, if any, in each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive, any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or grant(sthe National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE.
(c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer.
(d) I acknowledge that I have been given an opportunity of twenty one (21) days to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇ ▇. ▇▇▇▇, Chairman of the Board of Orthofix International N.V., ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under any incentive compensation plan this Release and certain or program, except all obligations under the Agreement as specifically set forth in provided therein. This Release shall be effective on the Transition Agreementeighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as provided herein.
Appears in 1 contract
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, (a) Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Employee (or your Employee’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release, including all claims arising under or in connection with Employee’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974 (“ERISA”), the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this Release, you Employee further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your favor as Employee’s favor.
(b) Notwithstanding anything herein to the contrary, in the event the arbitrator under Section 4(c) of the Effective Letter Agreement determines that the forfeiture and clawback in Section 2(e)(ii) of the Letter Agreement applies, this Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) shall be deemed null and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreementvoid.
Appears in 1 contract
Sources: Separation Agreement (Seagen Inc.)
General Release. YouExecutive hereby releases and forever discharges the Corporation, for yourself and for your heirs, executors, administrators, its successors and their respective associates, owners, stockholders, assigns, knowingly employees, agents, directors, officers, partners and voluntarily forever waiverepresentatives and all persons acting by, terminatethrough, cancelunder, release or in concert with them, or any of them, (collectively the "Releasees") of and discharge the Released Parties from and against any and all legally waivable claimsmanner of action or actions, cause or causes of action, allegationsin law or in equity, rightssuits, obligationsdebts, liabilities liens, contracts, agreements, promises, liabilities, claims, demands, damages, losses, costs or charges (collectivelyexpenses, “Claims”) that you (or your heirsof any nature whatsoever, executors, administrators, successors and assigns) have or may have, whether known or unknown, fixed or contingent (each referred to as a "Claim" and, collectively, the "Claims"), which he now has or may hereafter have against the Releasees by reason of any matterand all acts, cause omissions, events or thing facts occurring at any time before and including or existing on or prior to the date hereof related to, arising out of or in connection with his hiring, employment, change in employment status with the Corporation or transactions contemplated by this ReleaseAmendment, including, without limitation, claims for compensation or bonuses (includingexcept as may be expressly provided herein. The Claims released hereunder include, without limitation, any claim for an award under any compensation plan or arrangement); alleged breach of contractthe Employment Agreement or Stockholder's Agreement; tortany alleged breach of any covenant of good faith and fair dealing, express or implied; wrongfulany alleged torts or other alleged legal restrictions relating to the Executive's employment and the termination thereof; any alleged violation of any federal, abusivestate or local statute or ordinance; and any discrimination or harassment on the basis of race, unfaircolor, constructive sex, religion, national origin, age, ancestry, marital status, family status, sexual orientation, physical disability, mental disability, or unlawful discharge medical condition and or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive any statutes, rules, regulations or exemplary damages; violations of the Equal Pay Actordinances, whether federal, state or local, including but not limited to, any claims arising under Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991as amended, the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002Fair Labor Standards Act, the Worker Adjustment and Retraining Notification Act of 1989Employee Retirement Income Security Act, the Family and Medical Leave Act of 1993Act, the New York State California Fair Employment and New York City anti-discrimination lawsHousing Act and all similar federal, including all amendments state or local statutes, ordinances and regulations.. Executive represents and warrants that there has been no assignment or other transfer of any interest in any Claim which Executive may have against the Releasees, or any of them, and Executive agrees to indemnify and hold the Releasees harmless from any liability, claims, demands, damages, costs, expenses and attorneys' fees incurred as a result of any person asserting any such assignment or transfer of any rights or Claims under any such assignment or transfer from such Executive. Executive agrees that if he hereafter commences, joins in, or in any manner seeks relief through any suit arising out of, based upon, or relating to any of the aforementioned acts; and violations Claims released hereunder or in any manner asserts against the Releasees any of the Claims released hereunder, then he will pay to the Releasees against whom such claim(s) is asserted, in addition to any other damages caused thereby, all attorneys' fees incurred by such Releasees in defending or otherwise responding to said suit or Claim. The Executive agrees that neither the payment of money nor the execution of this Release shall constitute or be construed as an admission of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with liability whatsoever by the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition AgreementReleasees.
Appears in 1 contract
General Release. (a) You, for on behalf of yourself and for your family, agents, representatives, heirs, executors, trustees, administrators, attorneys, successors and assigns (the “Releasors”), hereby irrevocably and unconditionally release, settle, cancel, acquit, discharge and acknowledge to be fully satisfied, and covenant not to ▇▇▇ the Company and each of its respective past and/or present parents, subsidiaries, affiliates, successors and assigns, knowingly and voluntarily forever waiveeach of their respective predecessors, terminateand past and/or present directors, cancelmanagers, release officers, employees, agents or other representatives, and discharge employee benefit plans of the Released Parties Company or its affiliates, including, but not limited to, trustees and administrators of these plans, in each case, in their individual and/or representative capacities (collectively, the “Releasees”) from and against any and all legally waivable claims, contractual or otherwise, demands, costs, rights, causes of action, allegationscharges, rightsdebts, liens, promises, obligations, liabilities or charges (collectivelycomplaints, “Claims”) that you (or your heirslosses, executors, administrators, successors damages and assigns) have or may haveall liability of whatever kind and nature, whether known or unknown, by reason and hereby waive any and all rights that he, she or it may have, from the beginning of any matter, cause or thing occurring at any time before up to and including the date time of signing this ReleaseRelease Agreement, or that otherwise may exist or may arise in respect of your employment or separation from employment with the Company, or is in any way connected with or related to any applicable compensatory or benefit plan, program, policy or arrangement, including, without limitationbut not limited to, any claims for compensation arising under any United States federal, state or bonuses (local laws or any applicable laws of any other country, including, without limitationbut not limited to, any claim for an award and all claims under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, as amended, the Age Discrimination in Employment Act of 1967 (“ADEA”)1967, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Actas amended, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Equal Pay Act, the Americans with Disabilities Act of 20021990, the Worker Adjustment and Retraining Notification Act of 1989as amended, the Family and Medical Leave Act of 1993, the New York State Employee Retirement Income Security Act of 1974, as amended, and New York City anti-discrimination lawsany and all other United States federal, state or local regulations, ordinances or public policies, any common law or equity claims and any applicable laws of any other country, or claims under any policy, agreement, understanding or promise, written or oral, formal or informal, between the Company and any of its affiliates and yourself, now or hereafter recognized, including claims for wrongful discharge, slander and defamation, as well as all amendments claims for counsel fees and costs; provided, that such released claims shall not (i) include any claims to enforce your rights under, or with respect to, this Release Agreement or the severance payments and benefits to be provided under Section 7(f)(i) of your Employment Agreement, dated as of December _____, 2021, by and between you and the Company (the “Employment Agreement”), (ii) include any claims that may arise after the date on which you or the Company signs this Release Agreement, (iii) include any claims that cannot be waived as a matter of law, (iv) include any claims for vested employee benefits, (v) include any right to exercise options or other equity awarded under the Company’s 2020 Incentive Plan, as amended from time to time, or (v) be considered a waiver of or otherwise limit your rights in your capacity as an officer of the Company to indemnification, exculpation, or liability or advancement of expenses under the Company’s governing documents or benefits under any directors or officers insurance policy maintained by the Company (the foregoing sub-clauses (i) through (iv) shall collectively be referred to as the “Retained Claims”).
(b) The Releasors agree not to bring any action, suit or proceeding whatsoever (including the initiation of governmental proceedings or investigations of any type) against any of the aforementioned acts; Releasees hereto for any matter or circumstance concerning which the Releasors have released the Releasees under this Release Agreement. Further, the Releasors agree not to encourage any other person or suggest to any other person that he, she or it institute any legal action against the Releasees. Nothing in this Release Agreement limits your ability to file a charge or complaint with the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and violations of Health Administration, the Securities and Exchange Commission or any other federal, state, state or municipal fair employment statutes local governmental agency or laws, including, without limitation, violations of any other law, rule, regulation commission or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in any way to your employment with self-regulatory organization (the Company and its affiliates (and their respective predecessors) or the termination of that employment. In addition, in consideration of the provisions of this Release, you further agree to waive any and all rights under the laws of any jurisdiction in the United States or any other country that limit a general release to those claims that are known or suspected to exist in your favor as of the Effective Release Date (as defined below“Government Agencies”). You also further understand you are releasing that this Release Agreement does not limit your ability to communicate with the Government Agencies or otherwise participate in any rights investigation or claims concerning bonus(es) and proceeding that may be conducted by any award(s) Government Agency, including providing documents or grant(s) under other information, without notice to the Company. This Release Agreement does not limit your right to receive an award for information provided to any incentive compensation plan or program, except as specifically set forth in the Transition AgreementGovernment Agencies.
Appears in 1 contract
Sources: Employment Agreement (Eos Energy Enterprises, Inc.)
General Release. You, for yourself and for your heirs, executors, administrators, successors and assigns, Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever waive, terminate, cancel, release and discharge the Released Parties from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Executive (or your Executive’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseRelease arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this Release, you Executive further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Executive’s favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
Appears in 1 contract
Sources: Retirement and Consulting Agreement (JBG SMITH Properties)
General Release. You
(a) Executive knowingly and voluntarily waives, for yourself terminates, cancels, releases and for your heirsdischarges forever the Company and its present and past subsidiaries and affiliates, executors, administrators, its and their respective successors and assigns, knowingly and voluntarily forever waivethe present and past shareholders, terminateofficers, canceldirectors, release members, employees, agents and discharge representatives of each of the foregoing (collectively, the “Released Parties Parties”), from and against any and all legally waivable claimssuits, actions, causes of action, claims, allegations, rights, obligations, liabilities liabilities, demands, entitlements or charges (collectively, “Claims”) that you Executive (or your Executive’s heirs, executors, administrators, successors and assigns) have has or may have, whether known known, unknown or unknownunforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this ReleaseAgreement arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, claims state or local law and the national or local law of any foreign country (statutory or decisional), for compensation or bonuses (including, without limitation, any claim for an award under any compensation plan or arrangement); breach of contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal; impairment , for breach of economic opportunity defamation; age and any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin discrimination; origin, religion, disability, sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of emotional distress’ assault’ battery; pain and suffering; punitive or exemplary damages; 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment Retraining and Retraining Notification Act of 1989Act, the Family and Medical Leave Act of 1993, the New York State and New York City anti-discrimination lawsAct, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other matters related in Claims for compensation or bonuses, whether or not paid under any way to your employment with the Company compensation plan or arrangement; breach of contract; tort and its affiliates (other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; battery, pain and their respective predecessors) suffering; and punitive or the termination of that employmentexemplary damages. In addition, in consideration of the provisions of this ReleaseAgreement, you Executive further agree agrees to waive any and all rights under the laws of any jurisdiction in the United States States, or any other country country, that limit a general release to those claims Claims that are known or suspected to exist in your Executive’s favor as of the Effective Release Date (as defined below)Date. You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.
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