Mutual Release of All Claims. (a) Xxxxxxx agrees to and does fully and completely release, discharge and waive any and all claims, complaints, causes of action or demands of whatever kind which Xxxxxxx has or may have against Company, its subsidiaries, affiliates, predecessors, assigns and successors and all its past and present directors, officers and employees by reason of any event, matter, cause or thing which has occurred or which may occur before the date of the ending of employment as stated in section 2. Xxxxxxx understands and accepts that this Agreement specifically covers, but is not limited to, any and all Claims which Xxxxxxx has or may have against Company relating in any way to Xxxxxxx' employment with Company or to compensation, or to any other terms, conditions or circumstances of Xxxxxxx' employment with Company, service as an officer or role as a shareholder of Company, and to the ending of such employment, whether for severance or based on statutory or common law claims for employment discrimination (including age discrimination), wrongful discharge, breach of contract or any other theory, whether legal or equitable. Notwithstanding the foregoing, Xxxxxxx does not waive any rights to which Xxxxxxx may be entitled to seek to enforce this Agreement, or to seek indemnification from the Company with respect to liability incurred by Xxxxxxx as an officer of Company or with respect to any claim released in section 9(c) or (d).
(b) Xxxxxxx acknowledges that this Release shall extend to unknown, as well as known claims, and hereby waives the application of any provision of law, including, without limitation, Cal. Civ. Code § 1542, that purports to limit the scope of a general release. Section 1542 of the California Civil Code provides: "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."
(c) Company agrees to and does fully and completely release, discharge and waive any and all claims, complaints, causes of action or demands of whatever kind which Company its subsidiaries, affiliates, predecessors, assigns, and successors and all its past and present directors, officers and employees have or may have against Xxxxxxx and his successors, estate, administrators or heirs by reason of any event, matter, cause or thing which has occurred or which may occur before the ending of the employment under sec...
Mutual Release of All Claims. In exchange for the consideration described in Section 2, Employee, for himself and on behalf of his heirs, estate, representatives, successors, assigns, and agents, hereby expressly and unconditionally releases and forever discharges Company and all other Released Parties from any and all claims arising at any time through the date of Employee’s execution of this Agreement, including, without limitation, all possible claims arising out of or in any way relating to Employee’s employment by Company, or the termination of that employment.
(a) This general release of claims covers, without limitation:
(i) any and all claims under any possible legal, equitable, contract, or tort theory including, without limitation, claims for wrongful discharge, employment termination in violation of public policy, negligent hiring, negligent supervision, infliction of emotional distress, fraud, promissory estoppel, breach of contract (except breach of this Agreement), breach of any other legal, equitable or fiduciary obligation, interference with contract or prospective economic advantage, false imprisonment, assault, battery, defamation, negligence, personal injury and invasion of privacy;
(ii) any and all claims under any possible statutory theory, including, without limitation, the following statutes, as amended: Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, Sections 1981 through 1988 of Title 42 of the United States Code, the Immigration Reform and Control Act, the Americans with Disabilities Act, the Rehabilitation Act, the Equal Pay Act, the Xxxxx Xxxxxxxxx Fair Pay Act, the Age Discrimination in Employment Act, the Older Workers Benefits Protection Act; the Pregnancy Discrimination Act, the Genetic Information Nondiscrimination Act, the Family and Medical Leave Act, the Occupational Safety and Health Act, Employee Retirement Income Security Act, the Sarbanes Oxley Act, the Xxxx-Xxxxx Act, the National Labor Relations Act, the Workers Adjustment and Retraining Notification Act, the Uniformed Services Employment and Reemployment Rights Act, the Health Insurance and Portability Accountability Act, the Fair Credit Reporting Act, Employee Polygraph Protection Act, the Georgia Fair Employment Practices Act, the Georgia Equal Pay Act, the Georgia Equal Employment for People with Disabilities Code, Retaliatory Employment Discrimination Act (“XXXX”),
(iii) and any state, or local law, statute, ordinance, regulation or executive order prohibiting empl...
Mutual Release of All Claims. Effective as of the Separation Date, the Employee for himself, his heirs, personal representatives and assigns, and any other person or entity that could or might act on behalf of him, including, without limitation, his affiliates and legal counsel (all of whom are collectively referred to as “Employee Releasers”), and the Company, its parents, divisions, subsidiaries, affiliates, and each of their past and present officers, agents, directors, Employees, shareholders, independent contractors, attorneys and insurers (all of whom are collectively referred to as “Company Releasers), hereby fully and forever release and discharge each other of and from any and all actions, causes of action, claims, demands, costs and expenses, including attorneys’ fees, of every kind and nature whatsoever, in law or in equity, whether now known or unknown, that each Releaser, or any person acting under any of them, may now have, or claim at any future time to have, based in whole or in part upon any act, contract, transaction, or omission occurring from the beginning of time through the Separation Date, including but not limited to, any claim in connection with the Employee’s employment relationship with the Company, or the termination thereof, 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, statutory, state or federal law, including the Fair Labor Standards Act, the Employee Retirement Income Security Act, as amended (with respect to unvested benefits), the National Labor Relations Act, Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Rehabilitation Act of 1973, the Equal Pay Act, the Americans with Disabilities Act; EXCEPT for the rights and obligations created by this Agreement AND EXCEPT for any vested rights under any pension, retirement, profit sharing, health and welfare or stock option, or similar plan. Each party hereby warrants that it or he has not assigned or transferred to any person any portion of any claim which is released, waived and discharged above.
Mutual Release of All Claims. Xxxxxxxxxxx and the Company agree that this Agreement constitutes a full and final settlement of any and all claims they may have against each other, known or unknown, as of the date they execute this Agreement. Concurrently with the execution of this Agreement, the parties shall also execute the Mutual Release attached as Exhibit A in accordance with its terms, and this Agreement shall not take effect until the Mutual Release has taken effect.
Mutual Release of All Claims a. Company and Employee make this Agreement on behalf of themselves and their respective predecessors, successors, ancestors, descendants, spouse, dependents, executors, heirs, administrators, assigns and anyone else claiming by, through or under each of them.
b. In exchange for the consideration provided herein to all parties to this Agreement, each party hereby agrees to fully release, waive and forever discharge the other including all of Company’s related, affiliated and client entities (including corporations, limited liability companies, partnerships and joint ventures) and with respect to each of the Company and its related, affiliated and client entities:
i) their members, parents, subsidiaries, affiliates, predecessors, successors and associates, participants, present and former, and each of them, and
ii) their directors, shareholders, partners, officers, agents, owners, attorneys, servants, employees, trustees, plan administrators, fiduciaries, representatives and assigns, past and present, and each of them, all of which together and collectively are hereinafter referred to as (“Company Releasees”).
c. This full release and discharge is effective with respect to all claims, promises, causes of action or similar rights of any type, known or unknown, which either party ever had, now have or may hereafter claim to have had, against the other.
d. Without limiting the generality of the description in subparagraph 3c above, the claims herein released include, but are not limited to, claims based upon:
i) violations of Title VII of the Civil Rights Act of 1964;
ii) Federal and state statutory or decisional law, including the state wage and hour law, and state Fair Employment and Housing law pertaining to employment discrimination, wrongful discharge or breach of public policy (excepting therefrom, however, claims for statutory indemnity for employment actions taken in good faith in the course and scope of your duties;
iii) and all state, federal and local laws as well as common law for breach of contract, wrongful termination, employment discrimination, negligent or intentional infliction of emotional distress, defamation, fraud, concealment, false promise, negligent misrepresentation, intentional interference with contractual relations, breach of the covenant of good faith and fair dealing, and misrepresentation;
iv) All non-qualified employee benefits plans, promises or agreements, and any and all severance plans, promises, arrangements and representa...
Mutual Release of All Claims a. Covenant not to Xxx and Release by Plaintiffs. Each Plaintiff, individually and on behalf of its directors, officers, parents, subsidiaries, affiliates, related entities, predecessors, successors, assigns, agents, administrators, attorneys, and representatives of any kind (such Plaintiff’s “Plaintiff Releasors”), hereby covenants not to xxx with respect to, and fully, finally, and forever releases, surrenders, remises, acquits, and forever discharges each Defendant and each of such Defendant’s present or former parents, subsidiaries, insurers, affiliates, related entities, predecessors, successors, assigns, officers, directors, administrators, shareholders, general or limited partners, principals, agents, employees, accountants, attorneys and representatives of any kind (the “Defendant Released Persons”) from, any and all claims, demands, actions, liabilities, obligations, damages, suits in equity, debts, accounts, costs, expenses, setoffs, contributions, interest, dividends, promises, covenants, attorneys’ fees and/or causes of action of whatever kind or character, whether past, present or future, known or unknown, liquidated or unliquidated, accrued or unaccrued, which such Plaintiff and its Plaintiff Releasors have or might claim to have against the Defendant Released Persons concerning the Company or any of its shares, debentures or Derivative Agreements (as defined in the Company’s Explanatory Statement to Schemes of Arrangement (“Explanatory Statement”)), including without limitation any claims, matters, allegations, transactions, facts, circumstances or occurrences involved, set forth, relating to, arising out of, or referred to in the litigations captioned (i) Eximius Capital Funding, Ltd. v. Telewest Communications plc f/k/a Telewest plc, Index No. 601284/03 in the Supreme Court of the State of New York, County of New York, (ii) Eximius Capital Funding, Ltd. v. Telewest Communications plc f/k/a Telewest plc et al., Index No. 601492/03 in the Supreme Court of the State of New York, County of New York, and (iii) Xxxxxx Xxxxxx & Co. et al. v. Liberty TWSTY Bonds, Inc. et al., Index No. 02-5146 in the Xxxxxx Xxxxxx Xxxxxxxx Xxxxx for the Southern District of New York (collectively, the “Actions”), provided, however, that this Agreement shall not be deemed to diminish or affect the rights of such Plaintiff to full performance of this Agreement, or any agreement executed by such Plaintiff or its Plaintiff Releasors and any Defendant or its Defendant ...
Mutual Release of All Claims. Scio, the members of the Xxxxx Group, on behalf of themselves, as well as on behalf of their agents, spouses, children, beneficiaries, predecessors, successors, attorneys, heirs, assigns, and anyone else claiming through or on behalf of them, if any (the “Xxxxx Group Releasing Parties”), and the members of the Save Scio Group, on behalf of themselves, as well as on behalf of their agents, spouses, children, beneficiaries, predecessors, successors, attorneys, heirs, assigns, trusts, and anyone else claiming through or on behalf of them, if any (the “Save Scio Group Releasing Parties”), hereby fully, irrevocably and unconditionally release, acquit, and discharge the Xxxxx Group Releasing Parties and the Save Scio Group Releasing Parties, respectively, and all other Parties from any and all claims, actions, complaints, causes of action, rights, demands, obligations, accounts, defenses, or liabilities of any kind whatsoever, whether in law or in equity, whether contractual, common law, statutory, federal, state, or otherwise, which Scio or any of the Releasing Parties has or could have, whether now or in the future, known or unknown, against the Parties, including those arising out of or related in any way to the allegations, claims, and defenses that have been or could have been asserted in the McPheely or Xxxxxxx Complaints. For the purpose of implementing a full and complete release and discharge, the Parties expressly acknowledge that the releases provided in this Agreement are intended to include in their effect, without limitation, any and all claims, complaints, charges or suits, including those claims, complaints, charges or suits which they do not know or suspect to exist in their favor at the time of execution hereof, which if known or suspected, could materially affect the Parties’ decision to execute this Agreement. The Parties acknowledge that they have been advised by their respective legal counsel with respect to, 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. The Parties, being aware of said code section, hereby expressly waive any and all rights they may have thereunder, as well as under any other statutes or common law principles of similar effect. In connect...
Mutual Release of All Claims a) In exchange for the full consideration above, each party shall relinquish now and forever all pre-existing contractual claims and respective legal rights involved in the disputes. Consultant shall cause HRE to agree and sign a separate mutual release with RMI, under terms to be negotiated.
b) Consultant shall make good faith efforts through Summit Entertainment/Toby Martin to settle any outstanding obligations that resxxxxx xx xxe abandonment of "Gina D and the Icely Brothers" production.
Mutual Release of All Claims a. Release by [*****]. [*****], on behalf of itself, its predecessors, successors, direct and indirect parent companies, direct and indirect subsidiary companies, companies under common control with any of the foregoing, affiliates, and assigns, and its and their past, present, and future officers, directors, shareholders, interest holders, members, partners, attorneys retained in connection with the Dispute, agents, employees, managers, representatives, assigns, and successors in interest, and all persons acting by, through, under, or in concert with them, and each of them, hereby releases and forever discharges Calidi Party, together with its predecessors, successors, direct and indirect parent companies, direct and indirect subsidiary companies, companies under common control with any of the foregoing, affiliates, and assigns, and its and their past, present, and future officers, directors, shareholders, interest holders, members, partners, attorneys retained in connection with the Dispute, agents, employees, managers, representatives, assigns, and successors in interest, and all persons acting by, through, under or in concert with them (“[*****] Releasees”), and each of them, from all known and unknown charges, complaints, claims, grievances, liabilities, obligations, promises, agreements, controversies, damages, actions, causes of action, suits, rights, demands, costs, losses, debts, penalties, fees, wages, expenses (including attorneys’ fees and costs actually incurred), and punitive damages, of any nature whatsoever, whether at law or in equity, or known or unknown, which [*****] has, or may have had, against Calidi Party, whether or not apparent or yet to be discovered, or which may hereafter develop, for any acts, claims, or omissions related to or arising from:
(i) The Dispute; and/or
Mutual Release of All Claims. Except as otherwise set forth in this Agreement, the Company hereby release you, and you hereby release, acquit and forever discharge the Company, and its and its officers, directors, agents, servants, employees, attorneys, shareholders, successors, assigns and affiliates, of and from any and all claims, liabilities, demands, causes of action, costs, expenses, attorneys' fees, damages, indemnities and obligations of every kind and nature, in law, equity, or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts or conduct at any time prior to and including the execution date of this Agreement, including but not limited to: all such claims and demands directly or indirectly arising out of or in any way connected with your employment with the Company or the cessation of that employment; claims or demands related to salary, bonuses, commissions, stock, stock options, or any other ownership interests in the Company, vacation pay, fringe benefits, expense reimbursements, severance pay, or any other form of compensation; claims pursuant to any federal, state or local law, statute, common law, or other causes of action, including, but not limited to, the federal Civil Rights Act of 1964, as amended; the federal Americans with Disabilities Act of 1990; the federal Age Discrimination in Employment Act of 1967, as amended ("ADEA"); the California Fair Employment and Housing Act, as amended; tort law; contract law; wrongful discharge; discrimination; harassment; fraud; defamation; emotional distress; and breach of the implied covenant of good faith and fair dealing. Mutual Agreement and Release - Oplink Communications, Inc. and Xxxxx X. Xxxxx
