Common use of Mutual General Release Clause in Contracts

Mutual General Release. (a) Xxxxx, on behalf of himself and his estate, heirs, executors and personal representatives, and the Company, on behalf of itself and its predecessors, successors, assigns, agents and, in each case, all persons acting by, through, under or in concert with any of them, hereby release and discharge fully, finally and forever one another and their respective estate, heirs, executors, personal representatives, employees, officers, directors, stockholders, predecessors, successors, assigns, agents, attorneys and accountants, and all persons acting by, through, under or in concert with any of them (individually and collectively, the "Released Parties") from all claims, demands, obligations, losses, causes of action, in law or in equity, costs, expenses, suits, debts, liens, promises, damages, attorneys' fees and liabilities of any nature whatsoever, known or unknown, fixed or contingent, whether based upon contract, tort or statute which they now have or may hereafter have against the Released Parties by reason of any and all acts, omissions, events or facts occurring or existing prior to the Effective Date (collectively, the "Released Matters"), including but not limited to the following: any alleged breach of the 1998 Employment Agreement or any other agreement or policy to which the Company is a party; any alleged breach of any covenant of good faith and fair dealing, express or implied; any alleged torts or other alleged legal restrictions relating to Xxxxx' employment and the termination thereof; and any alleged violation of any federal, state or local statute or ordinance, including, without limitation, Title VII of the Civil Rights Act of 1964, as amended; the Equal Pay Act, as amended; the Age Discrimination in Employment Act, as amended; the Americans With Disabilities Act, as amended; the Employee Retirement Income Security Act, as amended; the Older Workers Benefit Protection Act of 1990; the California Fair Employment and Housing Act, as amended; the California Labor Code, as amended; and/or any other local, state, or federal law governing discrimination in employment and/or the payment of wages and benefits, or any matters arising out of, or relating to, Xxxxx' employment relationship with the Company. Notwithstanding the foregoing, (a) the Released Matters shall not include, and nothing herein shall affect, any claim arising from or relating to any breach by a Released Party of the terms of this Agreement and (b) nothing in this Agreement shall release Xxxxx or any of his related Released Parties from any liability (i) for breach of his duty of loyalty to the Company or its stockholders, (ii) for acts or omissions not in good faith, or which involve intentional misconduct, a knowing violation of law or a violation of Section 16 under the Securities Exchange Act of 1934, as amended, (iii) under Section 174 of the Delaware General Corporation Law, or (iv) for any transaction from which he derived an improper personal benefit, none of which shall constitute Released Matters. (b) The parties agree that they shall not in any way on their own behalf or for any other person or entity, cause, support or assist in the instigation, maintenance or pursuit of any action of any nature which has been, might have been or might be asserted by any person or entity against the Released Parties in connection with the Released Matters. This Section 9 may be pleaded as a complete defense to, and may be used as an injunction against bringing, any claims released hereunder. (c) This Agreement is intended to cover all claims or possible claims arising out of or relating to the Released Matters, whether the same are known, unknown or hereafter discovered or ascertained. THE PARTIES HEREIN ACKNOWLEDGE THAT THEY HAVE BEEN ADVISED OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: "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 MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR." BEING AWARE OF SAID CODE SECTION, XXXXX HEREBY EXPRESSLY WAIVES ANY RIGHTS HE MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.

Mutual General Release. (a) Xxxxx, on behalf of himself The Employee and his estate, heirs, executors Greenway hereby irrevocably and personal representatives, and the Company, on behalf of itself and its predecessors, successors, assigns, agents and, in each case, all persons acting by, through, under or in concert with any of them, hereby unconditionally release and forever discharge fullythe Company and all of its officers, finally and forever one another and their respective estateagents, heirsdirectors, executors, personal representativessupervisors, employees, officersrepresentatives, directorsaffiliates, stockholdersand Xxxx Xxxxxxx and his affiliates, predecessors, successors, assigns, agents, attorneys and accountants, their successors and assigns and all persons acting by, through, under or in concert with any of them (individually from any and collectivelyall charges, the "Released Parties") from all complaints, grievances, claims, demandsactions, obligations, losses, causes and liabilities of action, in law or in equity, costs, expenses, suits, debts, liens, promises, damages, any kind (including attorneys' fees fees, interest, expenses and liabilities costs actually incurred) of any nature whatsoever, known or unknown, fixed suspected or contingentunsuspected (hereinafter referred to as "Claims"), whether based upon contract, tort which the Employee or statute which they now have Greenway has or may hereafter have against in the Released Parties future, upon or by reason of any and all actsmatter, omissions, events cause or facts occurring or existing prior thing whatsoever from the beginning of the world to the Effective Date (collectively, day of the "Released Matters"), including but not limited date of this Agreement. All such Claims are forever barred by this Agreement and without regard to the following: whether these Claims are based on any alleged breach of the 1998 Employment Agreement duty arising in contract or tort, any alleged employment discrimination or other unlawful discriminatory act, or any other agreement claim or policy to cause of action regardless of the forum in which the Company is a party; any alleged breach of any covenant of good faith and fair dealingit may be brought, express or implied; any alleged torts or other alleged legal restrictions relating to Xxxxx' employment and the termination thereof; and any alleged violation of any federal, state or local statute or ordinance, including, including without limitation, claims under the National Labor Relations Act, Title VII of the Civil Rights Act of 1964, as amended; , the Equal Pay ActCivil Rights Act of 1991, as amended; the Age Discrimination in Employment Act, as amended; the Americans With Disabilities Act, as amended; the Employee Retirement Income Security Act, as amended; the Older Workers Benefit Protection Act of 1990; the California Fair Employment and Housing Act, as amended; the California Labor Code, as amended; and/or any other local, state, or federal law governing discrimination in employment and/or the payment of wages and benefits, or any matters arising out of, or relating to, Xxxxx' employment relationship with the Company. Notwithstanding the foregoing, (a) the Released Matters shall not include, and nothing herein shall affect, any claim arising from or relating to any breach by a Released Party of the terms of this Agreement and (b) nothing in this Agreement shall release Xxxxx or any of his related Released Parties from any liability (i) for breach of his duty of loyalty to the Company or its stockholders, (ii) for acts or omissions not in good faith, or which involve intentional misconduct, a knowing violation of law or a violation of Section 16 under the Securities Exchange Act of 19341964, as amended, (iii) the Americans With Disability Act, the Federal Family and Medical Leave Act of 1993, the Vietnam Era Veterans Readjustment Assistance Act of 1974, any allegation of wrongful termination and any claim arising under Section 174 the laws of the Delaware General Corporation Lawstates of New York, New Jersey, Nevada or (iv) for West Virginia. The Company hereby irrevocably and unconditionally releases and forever discharges the Employee and Greenway from any transaction from which he derived an improper personal benefitand all charges, none of which shall constitute Released Matters. (b) The parties agree that they shall not in any way on their own behalf or for any other person or entitycomplaints, causegrievances, support or assist in the instigationclaims, maintenance or pursuit actions, and liabilities of any action kind (including attorneys' fees, interest, expenses and costs actually incurred) of any nature whatsoever, known or unknown, suspected or unsuspected, which the Company has beenor may have in the future, might have been upon or might be asserted by reason of any person matter, cause or entity against thing whatsoever from the Released Parties in connection with beginning of the Released Matters. This Section 9 may be pleaded as a complete defense to, and may be used as an injunction against bringing, any claims released hereunder. (c) This Agreement is intended to cover all claims or possible claims arising out of or relating world to the Released Matters, whether day of the same are known, unknown or hereafter discovered or ascertained. THE PARTIES HEREIN ACKNOWLEDGE THAT THEY HAVE BEEN ADVISED OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: "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 MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTORdate of this Agreement." BEING AWARE OF SAID CODE SECTION, XXXXX HEREBY EXPRESSLY WAIVES ANY RIGHTS HE MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.

Mutual General Release. (a) XxxxxSubject to this Agreement becoming effective, Employee, on behalf of himself and himself, his estatespouse, successors, heirs, executors and personal representatives, and the Company, on behalf of itself and its predecessors, successors, assigns, agents and, in each case, all persons acting by, through, under or in concert with any of them, hereby release forever releases and discharge fully, finally and forever one another and their respective estate, heirs, executors, personal representatives, employees, officers, directors, stockholders, predecessors, successors, assigns, agents, attorneys and accountants, and all persons acting by, through, under or in concert with any of them discharges the “Company Parties” (individually and collectively, the "Released Parties"as defined below) from all claims of any kind, whatsoever, that can be released. Accordingly, Employee forever releases and discharges the Company Parties with respect to, any and all claims, debts, liabilities, demands, obligations, lossesliens, promises, acts, agreements, costs and expenses (including but not limited to attorneys’ fees), damages, actions, and causes of action, in law of whatever kind or in equitynature, costs, expenses, suits, debts, liens, promises, damages, attorneys' fees and liabilities of any nature whatsoever, whether known or unknown, fixed or contingent, whether based upon contract, tort or statute which they now have or may hereafter have against the Released Parties by reason arising out of any act or omission occurring before Employee’s execution of this Agreement. For example, as a result of the general release in this Section 6, Employee is releasing all claims of any kind that can be released, arising out of, or related to Employee’s employment and all actsinvolvement with, omissionsor the ending of employment with the Company, events or facts occurring or existing prior to the Effective Date (collectivelyany claims arising from rights under his Employment Agreement, the "Released Matters")federal, state and/or local laws, including but not limited to those related to tax payments or accounting, ownership in the following: any alleged breach Company, rights to ongoing profits of the 1998 Employment Agreement Company, claims of ownership of the Company’s intellectual property, or any form of retaliation, harassment or discrimination on any basis, or any related cause of action, and any labor code provisions, or any other agreement or policy to which the Company is a party; any alleged breach claim of any covenant of good faith and fair dealingkind whatsoever, express including but not limited to any claim for damages or implied; any alleged torts declaratory or other alleged legal restrictions relating to Xxxxx' employment and the termination thereof; and any alleged violation injunctive relief of any federalkind that can be released. Employee understands that the claims he is releasing might arise under many different laws (including statutes, state or local statute or ordinanceregulations, includingother administrative guidance, without limitationand common law doctrines), such as the following: (a) Anti-discrimination statutes, such as Title VII of the Civil Rights Act of 1964, as amendedSections 1981 and 1983 of the Civil Rights Act of 1866, and Executive Order 11,246, which prohibit discrimination based on race, color, national origin, religion, or sex; the Equal Pay Act, as amended; the Age Discrimination in Employment Act, as amendedwhich prohibits paying men and women unequal pay for equal work; the Americans With Disabilities Act, as amended; Act and Sections 503 and 504 of the Employee Retirement Income Security Act, as amended; the Older Workers Benefit Protection Rehabilitation Act of 19901973, which prohibit discrimination based on disability; and any other federal, state, or local laws prohibiting discrimination such as such as the California Fair Employment and Housing Act, which prohibits discrimination in employment based on race, color, national origin, ancestry, physical or mental disability, medical condition, marital status, sex, or age employment discrimination. (b) Federal employment statutes, such as amendedthe WARN Act, which requires that advance notice be given of certain work force reductions; the California Labor CodeEmployee Retirement Income Security Act of 1974, as amendedwhich, among other things, protects employee benefits; and/or the Family and Medical Leave Act of 1993, which requires employers to provide leaves of absence under certain circumstances; Age Discrimination in Employment Act (including the Older Workers Benefit Protection Act), which prohibits age discrimination; and any other localfederal laws relating to employment, such as veterans’ reemployment rights laws. (c) Other laws, such as any federal, state, or federal law governing discrimination in employment and/or the payment of wages and local laws providing workers’ compensation benefits, restricting an employer’s right to terminate employees, or otherwise regulating employment; any federal, state, or local law enforcing express or implied employment contracts or requiring an employer to deal with employees fairly or in good faith; any other federal, state, or local laws providing recourse for alleged wrongful discharge, tort, physical or personal injury, emotional distress, fraud, negligent misrepresentation, defamation, and similar or related claims as well as California Labor Code Section 200 et seq., relating to salary, commission, compensation, benefits, and other matters; the California Workers’ Compensation Act; or any matters arising out of, or relating to, Xxxxx' employment relationship with the Companyapplicable California Industrial Welfare Commission order. Notwithstanding the foregoing, nothing in this Section is intended to release or otherwise affect or impair (ai) the Released Matters shall not includeany rights, and nothing herein shall affectresponsibilities or obligations arising from, any claim arising from or relating to or otherwise concerning this Agreement or the Stock Option Agreements, (ii) any breach by a Released Party rights Employee has to vested benefits or entitlements under any benefit plan of the Company in accordance with the terms of such plan or arrangement, (iii) any rights Employee has to indemnification and advancement of expenses in accordance with the Company’s governing documents, Section 5 of this Agreement, Section 12.2 of the Employment Agreement and the Indemnification Agreement, (iv) any rights Employee has to D&O Insurance under Section 5 of this Agreement and (b) nothing in this Agreement shall release Xxxxx or any of his related Released Parties from any liability (i) for breach of his duty of loyalty to the Company or its stockholders, (ii) for acts or omissions not in good faith, or which involve intentional misconduct, a knowing violation of law or a violation of Section 16 under the Securities Exchange Act of 1934, as amended, (iii) under Section 174 12.2 of the Delaware General Corporation Law, or Employment Agreement and (ivv) for any transaction from which he derived an improper personal benefit, none rights Employee has a stockholder of which shall constitute Released Mattersthe Company. (b) The parties agree that they shall not in any way on their own behalf or for any other person or entity, cause, support or assist in the instigation, maintenance or pursuit of any action of any nature which has been, might have been or might be asserted by any person or entity against the Released Parties in connection with the Released Matters. This Section 9 may be pleaded as a complete defense to, and may be used as an injunction against bringing, any claims released hereunder. (c) This Agreement is intended to cover all claims or possible claims arising out of or relating to the Released Matters, whether the same are known, unknown or hereafter discovered or ascertained. THE PARTIES HEREIN ACKNOWLEDGE THAT THEY HAVE BEEN ADVISED OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: "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 MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR." BEING AWARE OF SAID CODE SECTION, XXXXX HEREBY EXPRESSLY WAIVES ANY RIGHTS HE MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.

Mutual General Release. (a) XxxxxIn exchange for the mutual promises made herein and the benefits described in paragraph 2 of this Agreement, Xxxxxx, on behalf of himself and his estate, heirs, executors and personal representatives, and the Company, on behalf of itself and its predecessors, successors, assigns, agents and, in each case, all persons acting by, through, under or in concert with any of them, hereby release and discharge fully, finally and forever one another and their respective estate, heirs, executors, personal representatives, employees, officers, directors, stockholders, predecessors, successors, assigns, agents, attorneys and accountants, and all persons acting by, through, under or in concert with any of them (individually and collectively, the "Released Parties") from all claims, demands, obligations, losses, causes of action, in law or in equity, costs, expenses, suits, debts, liens, promises, damages, attorneys' fees and liabilities of any nature whatsoever, known or unknown, fixed or contingent, whether based upon contract, tort or statute which they now have or may hereafter have against the Released Parties by reason of any and all acts, omissions, events or facts occurring or existing prior to the Effective Date (collectivelyincluding, the "Released Matters"), including but not limited to to, the following: any alleged breach of the 1998 Management Employment Agreement Agreement, as amended on September 18, 2001, or any other agreement or policy to which the Company is a party; any alleged breach of any covenant of good faith and fair dealing, express or implied; any alleged torts or other alleged legal restrictions relating to Xxxxx' Xxxxxx'x employment and the termination thereof; and any alleged violation of any federal, state or local statute or ordinance, including, without limitation, Title VII of the Civil Rights Act of 1964, as amended; the Equal Pay Act, as amended; the Age Discrimination in Employment Act, as amended; the Americans With Disabilities Act, as amended; the Employee Retirement Income Security Act, as amended; the Older Workers Benefit Protection Act of 1990; the California Fair Employment and Housing Act, as amended; the California Labor Code, as amended; and/or any other local, state, or federal law governing discrimination in employment and/or the payment of wages and benefits, or any matters arising out of, or relating to, Xxxxx' Xxxxxx'x employment relationship with the CompanyCompany (collectively, the "Released Matters"). Notwithstanding the foregoing, (a) the Released Matters shall not include, and nothing herein shall affect, any claim arising from or relating to any breach by a Released Party of the terms of this Agreement and (b) nothing in this Agreement shall release Xxxxx or the Company from any of his related Released Parties from any liability (i) for breach of his duty of loyalty its indemnification obligations to Xxxxxx pursuant to contract, the Company or its stockholders, (ii) for acts or omissions not in good faithCompany's by-laws, or which involve intentional misconduct, a knowing violation of law statutory or a violation of Section 16 under the Securities Exchange Act of 1934, as amended, (iii) under Section 174 of the Delaware General Corporation Law, or (iv) for any transaction from which he derived an improper personal benefit, none of which shall constitute Released Matterscommon law. (b) The parties agree that they shall not in any way on their own behalf or for any other person or entity, cause, support or assist in the instigation, maintenance or pursuit of any action of any nature which has been, might have been or might be asserted by any person or entity against the Released Parties in connection with the Released Matters. This Section 9 may be pleaded as a complete defense to, and may be used as an injunction against bringing, any claims released hereunder. (c) This Agreement is intended to cover all claims or possible claims arising out of or relating to the Released Matters, whether the same are known, unknown or hereafter discovered or ascertained. THE PARTIES HEREIN ACKNOWLEDGE THAT THEY HAVE BEEN ADVISED OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: "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 MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR." BEING AWARE OF SAID CODE SECTION, XXXXX HEREBY EXPRESSLY WAIVES ANY RIGHTS HE MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.

Mutual General Release. (a) XxxxxA. In consideration of the undertakings and obligations of the parties, on behalf of himself and his estate, heirs, executors and personal representativesas set forth herein, and except for those obligations arising out of this Agreement, the Companyparties hereto, on behalf of itself for themselves and its predecessors, successors, assigns, agents and, in each case, all persons acting by, through, under or in concert with any of them, hereby release and discharge fully, finally and forever one another and for their respective estateofficers, directors, shareholders, heirs, executors, personal administrators, successors and assigns, as the case may be, each hereby covenant not to sxx and fully release the other party, and its and his past and present parents, subsidiaries and affiliates, and its past and present directors, shareholders, officers, agents, representatives, employees, officers, directors, stockholders, predecessors, successors, successors and assigns, agentsas the case may be (hereinafter collectively referred to as “releasees”), attorneys jointly and accountantsindividually, from any and all persons acting by, through, under or in concert with any of them (individually and collectively, the "Released Parties") from all claims, demands, obligations, lossesactions, causes of action, in law or in equityobligations, costsliabilities, expensesjudgments, suits, debts, lienssums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, attorneys' fees extents, executions, claims and liabilities demands whatsoever, in law, admiralty or equity, whether liquidated or unliquidated, contingent or otherwise, whether specifically mentioned or not, which against the releasees, the releasing party ever had, now has or hereafter can, shall or may have, for, upon or by reason of any matter, cause or thing whatsoever from the beginning of the world to the date of execution of this Agreement; B. The Executive acknowledges that this Release covers, without limitation, any claims arising out of or connected in any way with his employment with the Company or the termination of that employment, including any claims of discrimination on the basis of sex, disability, race, color, national origin, ancestry, age (including, without limitation, any right or claims under the federal law known as the Age Discrimination in Employment Act 29 U.S.C. §621, et seq.), creed, handicap, citizenship, ethnic characteristics, sexual or affectional preference or marital status and also includes, no matter how denominated or described, any claims of discrimination under any federal, state or local law, rule, regulation or executive order, and any claims of wrongful discharge or termination, breach of contract, written or oral, express or implied, breach of promise, public policy, retaliation, defamation, impairment of economic opportunity, loss of business opportunity, fraud, misrepresentation, or other tort, perceived disability, history of disability, unpaid compensation (including, but not limited to, salary, wages, benefits, bonuses, severance pay, vacation pay and sick leave or personal leave pay) and any claims now known to the Executive arising under the Employee Retirement Income Security act of 1974; C. Each party hereto further acknowledges and agrees that this release extends to all claims of every kind and nature whatsoever, known or unknown, fixed suspected or contingentunsuspected, whether based upon contractand each party acknowledges that it or he, tort or statute which they now have or as the case may be, may hereafter have against discover facts in addition to or different from those which it or he, as the Released Parties by reason of any and all actscase may be, omissions, events knows or facts occurring or existing prior believes to be true with respect to the Effective Date (collectivelysubject matter of this mutual general release, the "Released Matters"), including but not limited that it is each parties respective intention to the following: any alleged breach of the 1998 Employment Agreement or any other agreement or policy to which the Company is a party; any alleged breach of any covenant of good faith fully and fair dealing, express or implied; any alleged torts or other alleged legal restrictions relating to Xxxxx' employment finally settle and the termination thereof; and any alleged violation of any federal, state or local statute or ordinance, includingrelease hereby, without limitation, Title VII all such matters as well and, in furtherance of that intention, the Civil Rights Act of 1964, as amended; the Equal Pay Act, as amended; the Age Discrimination foregoing release shall be and remain in Employment Act, as amended; the Americans With Disabilities Act, as amended; the Employee Retirement Income Security Act, as amended; the Older Workers Benefit Protection Act of 1990; the California Fair Employment and Housing Act, as amended; the California Labor Code, as amended; and/or any other local, state, or federal law governing discrimination in employment and/or the payment of wages and benefits, or any matters arising out of, or relating to, Xxxxx' employment relationship with the Company. Notwithstanding the foregoing, (a) the Released Matters shall not include, and nothing herein shall affect, any claim arising from or relating to any breach by a Released Party of the terms of this Agreement and (b) nothing in this Agreement shall release Xxxxx or any of his related Released Parties from any liability (i) for breach of his duty of loyalty to the Company or its stockholders, (ii) for acts or omissions not in good faith, or which involve intentional misconduct, a knowing violation of law or a violation of Section 16 under the Securities Exchange Act of 1934, as amended, (iii) under Section 174 of the Delaware General Corporation Law, or (iv) for any transaction from which he derived an improper personal benefit, none of which shall constitute Released Matters. (b) The parties agree that they shall not in any way on their own behalf or for any other person or entity, cause, support or assist in the instigation, maintenance or pursuit of any action of any nature which has been, might have been or might be asserted by any person or entity against the Released Parties in connection with the Released Matters. This Section 9 may be pleaded effect as a full and complete defense to, and may be used as an injunction against bringing, any claims released hereunderrelease notwithstanding the discovery or existence of such additional or different facts. (c) This Agreement is intended to cover all claims or possible claims arising out of or relating to the Released Matters, whether the same are known, unknown or hereafter discovered or ascertained. THE PARTIES HEREIN ACKNOWLEDGE THAT THEY HAVE BEEN ADVISED OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: "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 MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR." BEING AWARE OF SAID CODE SECTION, XXXXX HEREBY EXPRESSLY WAIVES ANY RIGHTS HE MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.

Mutual General Release. (a) Xxxxx, on behalf of himself The Employee hereby irrevocably and his estate, heirs, executors and personal representatives, and the Company, on behalf of itself and its predecessors, successors, assigns, agents and, in each case, all persons acting by, through, under or in concert with any of them, hereby release and discharge fully, finally unconditionally releases and forever one another discharges the Company and their respective estateall of its officers, heirsagents, executorsdirectors, personal representativessupervisors, employees, officers, directors, stockholders, predecessors, successors, assigns, agents, attorneys representatives and accountants, their successors and assigns and all persons acting by, through, under or in concert with any of them (individually from any and collectivelyall charges, the "Released Parties") from all complaints, grievances, claims, demandsactions, obligations, losses, causes and liabilities of action, in law or in equity, costs, expenses, suits, debts, liens, promises, damages, any kind (including attorneys' fees fees, interest, expenses and liabilities costs actually incurred) of any nature whatsoever, known or unknown, fixed suspected or contingent, whether based upon contract, tort or statute which they now have or may hereafter have against the Released Parties by reason of any and all acts, omissions, events or facts occurring or existing prior unsuspected (hereinafter referred to the Effective Date (collectively, the as "Released MattersClaims"), including but not limited which the Employee has or may have in the future, arising out of the Employee's employment with the Company or the Employment Agreement. All such Claims are forever barred by this Agreement and without regard to the following: whether these Claims are based on any alleged breach of the 1998 Employment Agreement duty arising in contract or tort, any alleged employment discrimination or other unlawful discriminatory act, or any other agreement claim or policy to cause of action regardless of the forum in which the Company is a party; any alleged breach of any covenant of good faith and fair dealingit may be brought, express or implied; any alleged torts or other alleged legal restrictions relating to Xxxxx' employment and the termination thereof; and any alleged violation of any federal, state or local statute or ordinance, including, including without limitation, claims under the National Labor Relations Act, Title VII of the Civil Rights Act of 1964, as amended; , the Equal Pay ActCivil Rights Act of 1991, as amended; the Age Discrimination in Employment Act, as amended; the Americans With Disabilities Act, as amended; the Employee Retirement Income Security Act, as amended; the Older Workers Benefit Protection Act of 1990; the California Fair Employment and Housing Act, as amended; the California Labor Code, as amended; and/or any other local, state, or federal law governing discrimination in employment and/or the payment of wages and benefits, or any matters arising out of, or relating to, Xxxxx' employment relationship with the Company. Notwithstanding the foregoing, (a) the Released Matters shall not include, and nothing herein shall affect, any claim arising from or relating to any breach by a Released Party of the terms of this Agreement and (b) nothing in this Agreement shall release Xxxxx or any of his related Released Parties from any liability (i) for breach of his duty of loyalty to the Company or its stockholders, (ii) for acts or omissions not in good faith, or which involve intentional misconduct, a knowing violation of law or a violation of Section 16 under the Securities Exchange Act of 19341964, as amended, (iii) the Americans With Disability Act, the Federal Family and Medical Leave Act of 1993, the Vietnam Era Veterans Readjustment Assistance Act of 1974, any allegation of wrongful termination and any claim arising under Section 174 the laws of the Delaware General Corporation Lawstates of New York, New Jersey, Nevada or (iv) for West Virginia. The Company hereby irrevocably and unconditionally releases and forever discharges the Employee from any transaction from which he derived an improper personal benefitand all charges, none of which shall constitute Released Matters. (b) The parties agree that they shall not in any way on their own behalf or for any other person or entitycomplaints, causegrievances, support or assist in the instigationclaims, maintenance or pursuit actions, and liabilities of any action kind (including attorneys' fees, interest, expenses and costs actually incurred) of any nature whatsoever, known or unknown, suspected or unsuspected, which the Company has beenor may have in the future, might have been or might be asserted by any person or entity against the Released Parties in connection with the Released Matters. This Section 9 may be pleaded as a complete defense to, and may be used as an injunction against bringing, any claims released hereunder. (c) This Agreement is intended to cover all claims or possible claims arising out of the Employee's employment with the Company or relating to the Released Matters, whether the same are known, unknown or hereafter discovered or ascertained. THE PARTIES HEREIN ACKNOWLEDGE THAT THEY HAVE BEEN ADVISED OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: "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 MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOREmployment Agreement." BEING AWARE OF SAID CODE SECTION, XXXXX HEREBY EXPRESSLY WAIVES ANY RIGHTS HE MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.

Mutual General Release. (a) XxxxxExcept as specifically provided herein ---------------------- to the contrary, on behalf of himself and Xxxxxxxx, for himself, his estate, heirs, executors and his personal representatives, and the Company, on behalf of itself and its predecessors, successors, assigns, agents andand attorneys, in and FirstWorld, for itself, its present and future affiliates and subsidiaries, and each caseof their past, all persons acting bypresent, throughand future officers, under or in concert with any of themdirectors, hereby employees, shareholders, independent contractors, insurers, agents, representatives, assigns and attorneys, mutually release and discharge fullythe other, finally and forever one another and their respective estate, the other's heirs, executors, personal representatives, employeesassigns, present and future affiliates and subsidiaries, past, present, and future officers, directors, stockholdersemployees, predecessorsshareholders, successorsindependent contractors, assignsattorneys, agents, attorneys and accountantsinsurers, and any and all other persons acting byor entities that are now or may become liable to the other due to the acts or omissions of either Xxxxxxxx or FirstWorld, throughof and from any and all actions, under or in concert with any causes of them (individually and collectivelyactions, the "Released Parties") from all claims, demands, obligationscosts and expenses, lossesincluding attorneys' fees, causes of actionevery kind and nature whatsoever, in law or in equity, costs, expenses, suits, debts, liens, promises, damages, attorneys' fees and liabilities of any nature whatsoever, whether now known or unknown, fixed that either of them, or contingentany person acting under any of them, whether may now have, or claim at any future time to have, based in whole or in part upon contract, tort any act or statute which they now have or may hereafter have against the Released Parties by reason of any and all acts, omissions, events or facts omission occurring or existing prior to the Effective Date (collectively, the "Released Matters")effective date of this Agreement without regard to present actual knowledge of such acts or omissions, including specifically, but not by way of limitation, matters which may arise at common law, such as breach of contract, expressed or implied, promissory estoppel, wrongful discharge, tortious interference with contractual rights, infliction of emotional distress, defamation, or under Federal, State or Local Laws, such as, but not necessarily limited to the following: any alleged breach of Fair Labor Standards Act, the 1998 Employment Agreement or any other agreement or policy to which Employee Retirement Income Security Act, the Company is a party; any alleged breach of any covenant of good faith and fair dealing, express or implied; any alleged torts or other alleged legal restrictions relating to Xxxxx' employment and the termination thereof; and any alleged violation of any federal, state or local statute or ordinance, including, without limitationNational Labor Relations Act, Title VII of the Civil Rights Act of 1964, as amended; the Age Discrimination and Employment Act, the Rehabilitation Act of 1973, the Equal Pay Act, as amended; the Age Discrimination in Employment Act, as amended; the Americans With Disabilities Act, as amendedand the Colorado Civil Rights Act; provided however, that this release shall not be intended to and ---------------- shall not release Xxxxxxxx from any claims for fraud, intentional misconduct or gross negligence that may be brought by any third party (including derivative actions brought by third parties on behalf of the Employee Retirement Income Security Act, as amended; the Older Workers Benefit Protection Act of 1990; the California Fair Employment and Housing Act, as amended; the California Labor Code, as amended; and/or any other local, state, company) or federal law governing discrimination in employment and/or the payment of wages and benefitsfor claims by FirstWorld, or any matters arising out ofinsurer of FirstWorld, seeking reimbursement or relating to, Xxxxx' employment relationship with the Company. Notwithstanding the foregoing, (a) the Released Matters shall not includecontribution for any such claims, and nothing herein provided further that neither FirstWorld nor Xxxxxxxx ---------------- releases the other party from any obligations, nor waives any rights, under the Indemnification Agreement dated as of July 20, 1999, between FirstWorld and Xxxxxxxx. Such Indemnification Agreement shall affectremain in full force and effect, any claim arising from or relating and Xxxxxxxx shall continue to any breach be covered by a Released Party of FirstWorld's Director and Officer Policy, in accordance with the terms of this Agreement and (b) nothing that policy, for the periods he served in this Agreement shall release Xxxxx or any of his related Released Parties from any liability (i) for breach of his duty of loyalty to the Company or its stockholders, (ii) for acts or omissions not in good faith, or which involve intentional misconduct, a knowing violation of law or a violation of Section 16 under the Securities Exchange Act of 1934, as amended, (iii) under Section 174 of the Delaware General Corporation Law, or (iv) for any transaction from which he derived an improper personal benefit, none of which shall constitute Released Matterssuch capacities. (b) The parties agree that they shall not in any way on their own behalf or for any other person or entity, cause, support or assist in the instigation, maintenance or pursuit of any action of any nature which has been, might have been or might be asserted by any person or entity against the Released Parties in connection with the Released Matters. This Section 9 may be pleaded as a complete defense to, and may be used as an injunction against bringing, any claims released hereunder. (c) This Agreement is intended to cover all claims or possible claims arising out of or relating to the Released Matters, whether the same are known, unknown or hereafter discovered or ascertained. THE PARTIES HEREIN ACKNOWLEDGE THAT THEY HAVE BEEN ADVISED OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: "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 MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR." BEING AWARE OF SAID CODE SECTION, XXXXX HEREBY EXPRESSLY WAIVES ANY RIGHTS HE MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.

Mutual General Release. (a) XxxxxThe parties agree that, in exchange for the mutual consideration provided in this Agreement, the adequacy of which is hereby acknowledged by both parties: x. Xxxxxx and Xxxxxxxx, by their signatures below, on behalf of himself and his estatethemselves, their heirs, executors successors and personal representativesassigns, hereby covenant and agree not to bring any lawsuit against the Company, on behalf of itself Company and fifty release and forever discharge the Company and its predecessorsaffiliated and subsidiary entities, successors, assigns, agents and, in each case, all persons acting by, through, under or in concert with any of them, hereby release and discharge fully, finally and forever one another and their respective estate, heirs, executors, personal legal representatives, employees, officers, directors, stockholders, predecessors, successors, assigns, agents, attorneys directors, officers and accountantsemployees, from any and all actions, claims, and all persons acting by, through, under liabilities of whatsoever kind or in concert with any of them (individually and collectively, the "Released Parties") from all claims, demands, obligations, losses, causes of actioncharacter, in law or in equity, costs, expenses, suits, debts, liens, promises, damages, attorneys' fees and liabilities of any nature whatsoever, now known or unknown, fixed suspected or contingentunsuspected, whether based upon contract, tort arising on or statute which before the date of the execution of this Agreement that they now have or ever had or may hereafter now have against the Released Parties by reason of any and all acts, omissions, events or facts occurring or existing prior to the Effective Date (collectively, the "Released Matters"), including but not limited to the following: any alleged breach of the 1998 Employment Agreement or any other agreement or policy to which the Company is a party; any alleged breach of any covenant of good faith and fair dealing, express or implied; any alleged torts or other alleged legal restrictions relating to Xxxxx' employment and the termination thereof; and any alleged violation of any federal, state or local statute or ordinanceCompany, including, without limitationNations and all claims directly or indirectly related to or arising out of their employment by the Company or the severing of that employment and including, Title VII without Stations any and all claims for breach of employment contract or any other claim arising under any state or federal statutory or common law. b. The Company, through the signature of its authorized representative below, on behalf of itself, its affiliated and subsidiary entities, legal representatives, successors, assigns, agents, directors, officers and employees, hereby covenants and agrees not to bring any lawsuit against either Xxxxxx or Xxxxxxxx, jointly or severally, and fully releases and forever discharges Xxxxxx and Xxxxxxxx, their heirs, successors and assigns, from any and all actions, claims and liabilities of whatsoever kind or character, in law or in equity, now known or unknown, suspected or unsuspected, arising on or after the date of the Civil Rights Act of 1964, as amended; the Equal Pay Act, as amended; the Age Discrimination in Employment Act, as amended; the Americans With Disabilities Act, as amended; the Employee Retirement Income Security Act, as amended; the Older Workers Benefit Protection Act of 1990; the California Fair Employment and Housing Act, as amended; the California Labor Code, as amended; and/or any other local, state, or federal law governing discrimination in employment and/or the payment of wages and benefits, or any matters arising out of, or relating to, Xxxxx' employment relationship with the Company. Notwithstanding the foregoing, (a) the Released Matters shall not include, and nothing herein shall affect, any claim arising from or relating to any breach by a Released Party of the terms execution of this Agreement and (b) nothing in this Agreement shall release Xxxxx that it has ever had or may ever have against them or any of his them, including without Stations any and all claims directly or indirectly related Released Parties from to or arising out of its employment of Xxxxxx and/or Xxxxxxxx, and including, without limitation any liability (i) and all claims for breach of his duty of loyalty to the Company employment contract or its stockholders, (ii) for acts or omissions not in good faith, or which involve intentional misconduct, a knowing violation of law or a violation of Section 16 under the Securities Exchange Act of 1934, as amended, (iii) under Section 174 of the Delaware General Corporation Law, or (iv) for any transaction from which he derived an improper personal benefit, none of which shall constitute Released Matters. (b) The parties agree that they shall not in any way on their own behalf or for any other person claim arising under any state or entity, cause, support federal statutory or assist in the instigation, maintenance or pursuit of any action of any nature which has been, might have been or might be asserted by any person or entity against the Released Parties in connection with the Released Matters. This Section 9 may be pleaded as a complete defense to, and may be used as an injunction against bringing, any claims released hereundercommon law. (c) This Agreement is intended to cover all claims or possible claims arising out of or relating to the Released Matters, whether the same are known, unknown or hereafter discovered or ascertained. THE PARTIES HEREIN ACKNOWLEDGE THAT THEY HAVE BEEN ADVISED OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: "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 MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR." BEING AWARE OF SAID CODE SECTION, XXXXX HEREBY EXPRESSLY WAIVES ANY RIGHTS HE MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.

Mutual General Release. (a) XxxxxIn exchange for the mutual promises made herein and the benefits described in paragraph 3 of this Agreement, Xxxxxx, on behalf of himself and his estate, heirs, executors and personal representatives, and the Company, on behalf of itself and its predecessors, successors, assigns, agents and, in each case, all persons acting by, through, under or in concert with any of them, hereby release and discharge fully, finally and forever one another and their respective estate, heirs, executors, personal representatives, employees, officers, directors, stockholders, predecessors, successors, assigns, agents, attorneys and accountants, and all persons acting by, through, under or in concert with any of them (individually and collectively, the "Released Parties") from all claims, demands, obligations, losses, causes of action, in law or in equity, costs, expenses, suits, debts, liens, promises, damages, attorneys' fees and liabilities of any nature whatsoever, known or unknown, fixed or contingent, whether based upon contract, tort or statute which they now have or may hereafter have against the Released Parties by reason of any and all acts, omissions, events or facts occurring or existing prior to the Effective Date (collectivelyincluding, the "Released Matters"), including but not limited to to, the following: any alleged breach of the 1998 Management Employment Agreement Agreement, as amended on September 18, 2001, or any other agreement or policy to which the Company is a party; any alleged breach of any covenant of good faith and fair dealing, express or implied; any alleged torts or other alleged legal restrictions relating to Xxxxx' Xxxxxx'x employment and the termination thereof; and any alleged violation of any federal, state or local statute or ordinance, ordinance including, without limitation, Title VII of the Civil Rights Act of 1964, as amended; the Equal Pay Act, as amended; the Age Discrimination in Employment Act, as amended; the Americans With Disabilities Act, as amended; the Employee Retirement Income Security Act, as amended; the Older Workers Benefit Protection Act of 1990; the California Fair Employment and Housing Act, as amended; the California Labor Code, as amended; and/or any other local, state, or federal law governing discrimination in employment and/or the payment of wages and benefits, or any matters arising out of, or relating to, Xxxxx' Xxxxxx'x employment relationship with the CompanyCompany (collectively, the "Released Matters"). Notwithstanding the foregoing, (a) the Released Matters shall not include, and nothing herein shall affect, any claim arising from or relating to any breach by a Released Party of the terms of this Agreement and (b) nothing in this Agreement shall release Xxxxx or the Company from any of his related Released Parties from any liability (i) for breach of his duty of loyalty its indemnification obligations to Xxxxxx pursuant to contract, the Company or its stockholders, (ii) for acts or omissions not in good faithCompany's by-laws, or which involve intentional misconduct, a knowing violation of law statutory or a violation of Section 16 under the Securities Exchange Act of 1934, as amended, (iii) under Section 174 of the Delaware General Corporation Law, or (iv) for any transaction from which he derived an improper personal benefit, none of which shall constitute Released Matterscommon law. (b) The parties agree that they shall not in any way on their own behalf or for any other person or entity, cause, support or assist in the instigationinvestigation, maintenance or pursuit of any action of any nature which has been, might have been or might be asserted by any person or entity against the Released Parties in connection with the Released Matters. This Section 9 paragraph 5(b) may be pleaded as a complete defense to, and may be used as an injunction against bringing, any claims released hereunder. (c) This Agreement is intended to cover all claims or possible claims arising out of or relating to the Released Matters, whether the same are known, unknown or hereafter discovered or ascertained. THE PARTIES HEREIN ACKNOWLEDGE THAT THEY HAVE BEEN ADVISED OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: "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 MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR." BEING AWARE OF SAID CODE SECTION, XXXXX THE PARTIES HEREBY EXPRESSLY WAIVES WAIVE ANY RIGHTS HE THEY MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF OR SIMILAR EFFECT.

Mutual General Release. (a) XxxxxThe Florida Insurance Guaranty Association and Vista Royale Association, on behalf Inc; the Florida Insurance Guaranty Association and Fireline Restoration, Inc; and the Florida Insurance Guaranty Association and Home Solutions of himself America, Inc.; and his estateeach of those entities directors, heirsboard members, executors and personal officers, employees, independent contractors, shareholders, principals, agents, representatives, and the Companyattorneys, on behalf of itself and its predecessorsparents, subsidiaries, divisions, associates, affiliates, partners, joint venturers, assignees, successors, assignsappointees, agents andheirs and legal representatives, in each case, all persons acting by, through, under or in concert with any of them, hereby expressly release and forever discharge fully, finally and forever one another each other and their respective estatedirectors, heirsboard members, executors, personal representativesofficers, employees, officersindependent contractors, directorsshareholders, stockholdersprincipals, predecessorsagents, representatives, attorneys, parents, subsidiaries, divisions, associates, affiliates, partners, joint venturers, assignees, successors, assignsappointees, agents, attorneys heirs and accountants, legal representatives from any and all persons acting byactions, through, under or in concert with any of them (individually and collectively, the "Released Parties") from all claims, demands, obligations, lossesinactions, causes of action, suits, debts, specialties, covenants, contracts, controversies, transactions, statements, representations, performance, agreements, promises, liabilities, obligations, variances, trespasses, damages, judgments, executions, claims, warranties, representations, torts, and demands whatsoever, in law or in equity, costswhether liquidated or unliquidated, expensescontingent or fixed, suitsmatured or unmatured, debts, liens, promises, damages, attorneys' fees and liabilities of any nature whatsoeverdetermined or undetermined, known or unknown, fixed foreseen or contingentunforeseen, whether past or present, whether based upon contractstatutory or common law, tort and whether well founded in fact or statute law, which they the Parties ever had, now have have, or can, shall or may hereafter have at any time against the Released Parties each other for or upon or by reason of any and all actsmatter, omissionsreason, events cause or facts occurring or existing prior to thing whatsoever, from the Effective Date (collectively, beginning of the "Released Matters")world through the effective date of this Settlement Agreement, including but not limited to the following: any alleged breach of the 1998 Employment Agreement or any other agreement or policy to which the Company is a party; any alleged breach of any covenant of good faith and fair dealing, express or implied; any alleged torts or other alleged legal restrictions relating to Xxxxx' employment and the termination thereof; and any alleged violation of any federal, state or local statute or ordinance, including, without limitation, Title VII of the Civil Rights Act of 1964, as amended; the Equal Pay Act, as amended; the Age Discrimination in Employment Act, as amended; the Americans With Disabilities Act, as amended; the Employee Retirement Income Security Act, as amended; the Older Workers Benefit Protection Act of 1990; the California Fair Employment and Housing Act, as amended; the California Labor Code, as amended; and/or any other local, state, or federal law governing discrimination in employment and/or the payment of wages and benefits, or any matters arising out of, or relating to, Xxxxx' employment relationship with the Company. Notwithstanding the foregoing, : (a) the Released Matters shall not includeany and all claims, causes of action, demands, rights of action, liabilities, money damages (compensatory and nothing herein shall affectpunitive), attorneys’ fees and costs, arising out of or in any claim arising from or relating to any breach by a Released Party of the terms of this Agreement and (b) nothing in this Agreement shall release Xxxxx or any of his way related Released Parties from any liability (i) for breach of his duty of loyalty to the Company or its stockholders, (ii) for acts or omissions not in good faith, or which involve intentional misconduct, a knowing violation of law or a violation of Section 16 under the Securities Exchange Act of 1934, as amended, (iii) under Section 174 of the Delaware General Corporation Law, or (iv) for any transaction from which he derived an improper personal benefit, none of which shall constitute Released Matters.Dispute; and (b) The parties agree that they shall not in any way on their own behalf or for any other person or entityand all claims, causecauses of action, support or assist in the instigationdemands, maintenance or pursuit rights of any action of any nature which has beenaction, might have been or might be asserted by any person or entity against the Released Parties in connection with the Released Matters. This Section 9 may be pleaded as a complete defense toliabilities, money damages (compensatory and may be used as an injunction against bringingpunitive), any claims released hereunder. (c) This Agreement is intended to cover all claims or possible claims attorneys’ fees and costs, arising out of or relating in any way related to any officer, employee, agent, director, member, owner, independent contractor, or representative of the Released MattersParties, whether the same are knowntheir conduct, unknown or hereafter discovered or ascertainedactions, inactions, verbal statements and representations, and written statements and representations. THE PARTIES HEREIN ACKNOWLEDGE THAT THEY HAVE BEEN ADVISED OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: "A GENERAL RELEASE (“Mutual General Release”). THIS SETTLEMENT AGREEMENT DOES NOT EXTEND TO CLAIMS WAIVE OR RELEASE ANY OBLIGATIONS AMONG VISTA ROYALE, FIRELINE, AND/OR HOME SOLUTIONS FROM OR ARISING OUT OF THE VISTA ROYALE, FIRELINE AND HOME SOLUTIONS SETTLEMENT AGREEMENT, ALL OF 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 MATERIALLY AFFECTED HIS SURVIVE THIS SETTLEMENT WITH THE DEBTORAGREEMENT." BEING AWARE OF SAID CODE SECTION, XXXXX HEREBY EXPRESSLY WAIVES ANY RIGHTS HE MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.

Mutual General Release. In consideration of the promises and payments set forth herein, and as a material inducement for Brand New Start and Plaintiffs to enter into this Agreement, Plaintiffs and Brand New Start agree as follows (the “Release”): (a) XxxxxPlaintiffs, on behalf of himself themselves individually and his estate, all of their respective heirs, executors and personal executors, assigns, agents, representatives, and attorneys (the Company“Plaintiff Releasors”) hereby completely and unconditionally release, on behalf acquit, and forever discharge Brand New Start and all of itself and its their parents, subsidiaries, affiliates, predecessors, successors, assigns, agents andmembers, in each caseowners, all shareholders, general or limited partners, joint venturers, directors, officers, employees, former employees, agents, representatives, and attorneys, and any persons acting by, through, under under, or in concert with any of them, hereby release and discharge fully, finally and forever one another and their respective estate, heirs, executors, personal representatives, employees, officers, directors, stockholders, predecessors, successors, assigns, agents, attorneys and accountants, and all persons acting by, through, under or in concert with any of them successors and assigns thereof (individually and collectively, the "Released Parties") “Brand New Start Releasees”), from any and all claims, charges, complaints, demands, liabilities, obligations, lossespromises, agreements, controversies, damages, actions, causes of action, in law or in equitysuits, rights, entitlements, costs, expenses, suitslosses, debts, liens, promises, damages, and expenses (including attorneys' ’ fees and liabilities legal expenses), of any nature whatsoever, known or unknown, fixed or contingentthat any Plaintiff now has, whether based upon contracthad, tort or statute which they now have or may hereafter claim to have had against Brand New Start and/or the Released Parties other Brand New Start Releasees, individually or collectively, by reason of any and all actsmatter, omissionsact, events omission, transaction, occurrence, or facts occurring event that has occurred or existing prior is alleged to have occurred up to the Effective Date (collectivelydate of this Agreement, the "Released Matters"), including but not limited provided that nothing herein shall prevent Plaintiffs from seeking access to the following: any alleged breach Court for entry of the 1998 Employment Agreement Consent Judgment or any other agreement or policy bringing suit to which enforce the Company terms of this Agreement. (b) Specifically included without limitation in this Release is a party; any alleged breach knowing and voluntary waiver and release of any covenant of good faith and fair dealingall claims Plaintiffs now have, express or implied; any alleged torts had, or other alleged legal restrictions relating may hereafter claim to Xxxxx' employment and have against the termination thereof; and any alleged violation of any federal, state or local statute or ordinance, including, without limitation, Brand New Start Releasees under Title VII of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000e et seq.; the Equal Pay Act, as amended; the Age Discrimination in Employment Act, as amended42 U.S.C. § 1981; the Americans With Disabilities with Xxxxxxxxxxxx Xxx, 00 X.X.X. § 00000 et seq.; the Fair Labor Standards Act, as amended29 U.S.C. § 201 et seq.; the Family and Medical Leave Act, 29 U.S.C. § 2601 et seq.; the Employee Retirement Income Security Act, as amendedAct of 1974; the Older Workers Benefit Protection Consolidated Omnibus Budget Reconciliation Act; the Occupational Safety and Health Act of 19901970 Act; the California Fair Georgia Equal Employment and Housing Act, as amended; the California Labor for Persons with Disabilities Code, as amendedthe Georgia Equal Pay for Equal Work Act and the Common Day of Rest Act; any and all claims based on “public policy”; any and all claims under any federal, state, or local laws pertaining to employment, employment compensation, or employment benefits; personal injury; injury to reputation; injury to property; intentional torts; negligence; wrongful termination; constructive discharge; retaliation; discrimination; harassment; breach of contract; and any and all claims for recovery of lost wages or other compensation, liquidated damages, front pay, compensatory and/or punitive damages, attorneys’ fees, injunctive or equitable relief, or any other form of relief, 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, or other theory arising out of any matter, act, omission, transaction, occurrence, or event that has occurred or is alleged to have occurred up to the date of this Agreement. (c) Plaintiffs further acknowledge that this Release extends also to claims that they do not know or suspect to exist in their favor at the time of executing this Agreement, which if known might have materially affected their respective decisions to execute this Agreement. Each Plaintiff hereby knowingly and voluntarily waives and relinquishes all rights and benefits that Plaintiff has or may have under applicable law with respect to such claims. Other than the Lawsuit, each Plaintiff represents and warrants that Plaintiff has not filed or caused to be filed any demand for arbitration, lawsuit, complaint, or charge with respect to any claim this Release purports to waive. The Parties mutually waive all appeal rights with regard to any claims in the Lawsuit. Each Plaintiff further agrees not to reinstate any claims in the Lawsuit, or initiate or pursue any other claims, complaints, or proceedings for damages or other relief against Brand New Start or the Brand New Start Releasees in any local, state, or federal law governing discrimination in employment and/or the payment of wages and benefitscourt or agency, based upon, arising from, or in any way related to any matter, act, omission, transaction, occurrence, or event that has occurred or is alleged to have occurred up to the date of this Agreement, including but not limited to, any matters arising out ofrelated to Plaintiff’s employment with Brand New Start or the Brand New Start Releasees; provided, however, that this covenant not to sue does not apply to administrative charges or complaints filed with any government agency. (d) The Release does not waive: claims for vested benefits under ERISA-covered employee benefit plans; claims that may arise after Plaintiffs each sign this Agreement; and claims that cannot be released by private agreement. Nothing in this Agreement shall be construed to prevent any Plaintiff from filing a charge or complaint with or from participating in an investigation or proceeding conducted by any federal, state or local agency charged with enforcement of employment laws. Each Plaintiff understands and acknowledges that Plaintiff has waived and released Plaintiff’s right to recover damages or to be awarded any other individual relief in any such administrative proceeding, as well as Plaintiff’s right to recover in any action brought on Plaintiff’s behalf by any other party, including, but not limited to, any federal, state, or relating to, Xxxxx' employment relationship with the Companylocal agency. Notwithstanding the foregoing, (a) the Released Matters shall not include, and nothing Nothing herein shall affect, prevent any claim arising Plaintiff from or relating bringing suit to any breach by a Released Party of enforce the terms of this Agreement Agreement, and (b) nothing in this Agreement shall release Xxxxx Section waives or any limits Plaintiff’s right to apply for or recover a whistleblower award under Section 21F of his related Released Parties from any liability (i) for breach of his duty of loyalty to the Company or its stockholders, (ii) for acts or omissions not in good faith, or which involve intentional misconduct, a knowing violation of law or a violation of Section 16 under the Securities Exchange Act of 1934, as amended, (iii) under Section 174 of the Delaware General Corporation Law15 U.S.C. § 78u- 6, or (iv) for to participate in any transaction from which he derived an improper personal benefit, none of which shall constitute Released MattersSecurities Exchange Commission investigation. (be) The parties agree Brand New Start, on behalf of its parents, subsidiaries, affiliates, predecessors, successors, assigns, owners, shareholders, general or limited partners, joint venturers, directors, officers, employees, former employees, agents, representatives, and attorneys, and any persons acting by, through, under, or in concert with any of them, and all successors and assigns thereof (collectively, the “Brand New Start Releasors”), completely and unconditionally release and forever discharge each Plaintiff, including his/her respective attorneys, agents, servants, representatives, predecessors and successors in interest, and assigns (collectively the “Plaintiff Releasees”), from any and all claims, demands, obligations, actions, causes of action, rights, damages, costs, expenses and compensation of any nature whatsoever, whether based on a tort, contract or other theory of recovery, whether for compensatory or punitive damages, and whether known or unknown, that they the Brand New Start Releasors now have or that may hereafter accrue or otherwise be acquired against any Plaintiff Releasees by reason of any matter, cause, or thing whatsoever, from the beginning of time to the date of this Agreement, including but not limited to any claims for costs, expenses or attorneys’ fees in connection with this matter, provided that nothing herein shall prevent Brand New Start from bringing suit to enforce the terms of this Agreement. (f) Each of the Parties represents and warrants that it has not in assigned, sold, or otherwise transferred any way on their own behalf or for of the claims released above to any other person or entity, cause, support or assist in and agrees to indemnify and hold harmless the instigation, maintenance or pursuit other Parties and any other adversely affected releasee for any breach of any action of any nature which has been, might have been or might be asserted by any person or entity against the Released Parties in connection with the Released Matters. This Section 9 may be pleaded as a complete defense to, this representation and may be used as an injunction against bringing, any claims released hereunderwarranty. (c) This Agreement is intended to cover all claims or possible claims arising out of or relating to the Released Matters, whether the same are known, unknown or hereafter discovered or ascertained. THE PARTIES HEREIN ACKNOWLEDGE THAT THEY HAVE BEEN ADVISED OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: "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 MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR." BEING AWARE OF SAID CODE SECTION, XXXXX HEREBY EXPRESSLY WAIVES ANY RIGHTS HE MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.