Common use of Release by Employee Clause in Contracts

Release by Employee. Employee, for himself and his heirs, successors and assigns, fully releases and discharges the Company, its officers, directors, employees, shareholders, attorneys, accountants, other professionals, insurers and agents (collectively, “Agents”), and all entities related to each party, including, but not limited to, heirs, executors, administrators, personal representatives, assigns, parent, subsidiary and sister corporations, affiliates, partners and co venturers (collectively, “Related Entities”), from all rights, claims, demands, actions, causes of action, liabilities and obligations of every kind, nature and description whatsoever, Employee now has, owns or holds or has at anytime had, owned or held or may have against the Company, Agents or Related Entities from any source whatsoever, whether or not arising from or related to the facts recited in this Release. Employee specifically releases and waives any and all claims arising under any express or implied contract, rule, regulation or ordinance, including, without limitation, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act, the California Fair Employment and Housing Act, the California Labor Code and the Age Discrimination in Employment Act, as amended (“ADEA”). Employee acknowledges that the Company has paid Employee all wages, bonuses, accrued unused vacation pay, options, benefits and monies owed by the Company to Employee. This release does not waive any claims for (a) indemnification and/or payment of related expenses under (i) any applicable law and/or (ii) the Company’s by laws or articles of incorporation; (b) Employee’s ownership of any Company vested stock, vested stock units or vested stock options, and/or Employee’s rights as an existing shareholder of the Company; (c) any rights Employee has under any applicable stock option plan of the Company and/or any vested stock option, stock unit, stock purchase or other shareholder agreements with Company; (d) any vested rights or claims Employee may have under any Company-sponsored benefit plans (including, without limitation, any medical, dental, disability, life insurance or retirement plans); (e) any rights Employee may have to obtain continued health insurance coverage or other benefits pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), and/or any similar state law; (f) any claims Employee may have against the Company for reimbursement of business or other expenses incurred in connection with Employee’s employment with Company; (g) any other claims which as a matter of law cannot be waived; or (h) any obligation of the Company to Employee pursuant to Sections 4 or 5 of the Agreement.

Release by Employee. (a) Except as otherwise expressly provided in this Agreement, the Employee, for himself Employee’s self and his Employee’s heirs, executors, administrators, assigns, affiliates, successors and assignsagents (collectively, the “Employee’s Affiliates”) hereby fully and without limitation releases and forever discharges the Company, its parents, affiliates, subsidiaries, predecessors, successors and each of their respective agents, representatives, shareholders, owners, officers, directors, employees, shareholdersconsultants, attorneys, auditors, accountants, other professionalsinvestigators, insurers successors and agents assigns (collectively, the “AgentsReleasees”), both individually and all entities related to each party, including, but not limited to, heirs, executors, administrators, personal representatives, assigns, parent, subsidiary and sister corporations, affiliates, partners and co venturers (collectively, “Related Entities”), from any and all rights, claims, demands, liabilities, actions, causes of action, liabilities damages, losses, costs, expenses and obligations compensation, of every kind, whatever nature and description whatsoever, known or unknown, fixed or contingent, which the Employee now has, owns or holds or any of the Employee’s Affiliates has at anytime had, owned or held or may have or may claim to have against the CompanyCompany Releasees by reason of any matter, Agents cause, or Related Entities from any source thing whatsoever, whether or not arising from or related the beginning of time to the facts recited in this Release. Employee specifically releases and waives any and all claims arising under any express or implied contract, rule, regulation or ordinanceEffective Date (“Claims”), including, without limitationlimiting the generality of the foregoing, any Claims arising out of, based upon, or relating to the recruitment, hiring, employment, remuneration, or termination of the Employee by any of the Releasees, the Employee’s tenure as an employee of the Company, any agreement or compensation arrangement between the Employee and the Company to the maximum extent permitted by law. The Employee specifically and expressly releases any Claims arising out of or based on: the Xxxx-Xxxxx Act; the Xxxxxxxx-Xxxxx Act of 2002; the Nevada Fair Employment Practices Act; California Fair Employment and Housing Act; Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 19911866; the Genetic Information Nondiscrimination Act; the Fair Labor Standards Act (FLSA), the Family and Medical Leave Act (FMLA); the Americans with With Disabilities Act; the Employee Income Security Act of 1974 (ERISA); any provision of the laws of Nevada, the Maryland, Massachusetts and California Fair Employment governing wages and Housing Act, hours; the California Labor Code Code; the California Business and Professions Code; the Age Discrimination in Employment ActNevada, as amended (“ADEA”). Employee acknowledges that the Company has paid Employee all wagesand California common law on fraud, bonusesmisrepresentation, accrued unused vacation paynegligence, optionsdefamation, benefits and monies owed by the Company to Employee. This release does not waive any claims for (a) indemnification and/or payment infliction of related expenses under (i) any applicable law and/or (ii) the Company’s by laws or articles of incorporation; (b) Employee’s ownership of any Company vested stock, vested stock units or vested stock options, and/or Employee’s rights as an existing shareholder of the Company; (c) any rights Employee has under any applicable stock option plan of the Company and/or any vested stock option, stock unit, stock purchase emotional distress or other shareholder agreements with Companytort, breach of contract or covenant, violation of public policy or wrongful termination; (d) any vested rights state or claims Employee may have under any Company-sponsored benefit plans (including, without limitation, any medical, dental, disability, life insurance federal wage and hour laws; or retirement plans); (e) any rights Employee may have to obtain continued health insurance coverage or other benefits pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), and/or any similar state law; (f) any claims Employee may have against the Company for reimbursement of business or other expenses incurred in connection with Employee’s employment with Company; (g) any other claims which as a matter of law cannot be waived; state or (h) any obligation of federal law, rule or regulation dealing with the Company to Employee pursuant to Sections 4 or 5 of the Agreementemployment relationship.

Release by Employee. a. Employee, for himself on his behalf and of his heirs, successors successors, assigns and assignsagents hereby fully releases, fully releases discharges and discharges agrees to hold harmless the Company, including all of its parent, subsidiary, affiliated and related organizations and entities, as well as all of their officers, directors, employeesshareholders, shareholdersowners, members, attorneys, accountantsagents, other professionalsemployees, insurers servants, insurers, benefit plans, plan administrators and agents their fiduciaries, (collectively, the “AgentsReleased Parties”), and all entities related to each party, including, but not limited to, heirs, executors, administrators, personal representatives, assigns, parent, subsidiary and sister corporations, affiliates, partners and co venturers (collectively, “Related Entities”)of, from and against all rightsdebts, sums of money, fees, claims, charges, demands, actions, causes of action, notes, liabilities and obligations obligations, of every kindwhatever nature, nature whether known or unknown, liquidated, unliquidated, contingent or otherwise, and description whatsoeverwhether in contract (express or implied), in tort, by statute or otherwise, which Employee ever had or now has, owns has (or holds hereafter may have) with respect to anything done or has at anytime had, owned or held omitted to be done up to the Date of this Agreement and which are or may have against be based upon any fact, condition, or incident occurring prior to the Companydate of this Agreement, Agents as well as claims which may arise after the date of this Agreement that are based or Related Entities rely upon facts, conditions or incidents occurring before the date of this Agreement including any fact or circumstance related to Employee’s employment or separation of employment from any source whatsoever, whether or the Company (collectively the “Released Claims”). The Released Claims include but are not limited to all: (i) all claims arising from out of or related to Employee’s employment with any Released Party, and termination of that employment, (ii) claims for compensation or benefits of any kind or amount other than the facts recited compensation and benefits set forth in this Release. Employee specifically releases and waives any and Agreement, (iii) claims relating to Company employment practices or policies; (iv) all claims in tort or in contract arising out of any transaction or interaction between Employee and any Released Party; (v) claims under any express or implied contract; (vi) all claims arising under all provisions of California law and statutes, ruleincluding but not limited to, regulation the California Fair Employment and Housing Act, and (vii) all other claims arising under any other local, state or ordinancefederal statutes, includingregulations or common law, without limitationincluding but not limited to, claims under Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, as amended; claims under 42 U.S.C. §§ 1981 and 1985 as amended; claims under the Americans with Disabilities Act, as amended; claims under the California Fair Employment and Housing Act, the California Labor Code and the Federal Age Discrimination in Employment Act of 1967, including the amendments provided by the Older Workers Benefits Protection Act, as amended (“ADEA”). amended; claims under the Employee acknowledges that Retirement Income Security, as amended; claims under the Company has paid Employee all wagesFamily and Medical Leave Act; wrongful and/or retaliatory termination and/or discharge of employment claims; contract or promissory estoppel claims; intentional infliction of emotional distress claims; assault and battery claims; negligence claims; tort claims including negligence claims; personal injury claims; third-party claims; slander, bonuses, accrued unused vacation pay, options, benefits libel and/or defamation claims; and/or qui tam claims law and monies owed by the Company to Employee. This release does not waive any claims for (a) indemnification and/or payment damages or equitable relief including, but not limited to, lost wages, physical injuries, mental anguish, loss of related expenses under consortium, unpaid compensation, loss of earning capacity, and medical expenses. Nothing in this Agreement is intended to waive claims (i) any applicable law and/or for unemployment or workers’ compensation benefits, (ii) the Company’s by laws or articles of incorporation; (b) Employee’s ownership of any Company vested stock, vested stock units or vested stock options, and/or Employee’s rights as an existing shareholder of the Company; (c) any rights Employee has under any applicable stock option plan of the Company and/or any vested stock option, stock unit, stock purchase or other shareholder agreements with Company; (d) any for vested rights or claims Employee may have under any CompanyERISA-sponsored covered employee benefit plans as applicable on the date Employee signs this Agreement, (includingiii) that may arise after Employee signs this Agreement, without limitation, any medical, dental, disability, life insurance or retirement plans); (eiv) any rights Employee may have to obtain continued health insurance coverage or other benefits pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), and/or any similar state law; (f) any claims Employee may have against the Company for reimbursement of business or other expenses incurred in connection with Employee’s employment with Company; (g) any other claims which as a matter of law cannot be waived; or (h) any obligation of the Company to Employee pursuant to Sections 4 or 5 of the Agreementreleased by private agreement.

Release by Employee. Employee, for himself and his heirs, successors and assigns, fully releases and discharges the Company, its officers, directors, employees, shareholders, attorneys, accountants, other professionals, insurers and agents (collectively, “Agents”), and all entities related to each party, including, but not limited to, heirs, executors, administrators, personal representatives, assigns, parent, subsidiary and sister corporations, affiliates, partners and co venturers (collectively, “Related Entities”), from all rights, claims, demands, actions, causes of action, liabilities and obligations of every kind, nature and description whatsoever, Employee now has, owns or holds or has at anytime had, owned or held or may have against the Company, Agents or Related Entities from any source whatsoever, whether or not arising from or related to the facts recited in this Release. Employee specifically releases and waives any and all claims arising under any express or implied contract, rule, regulation or ordinance, including, without limitation, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act, the California Fair Employment and Housing Act, the California Labor Code and the Age Discrimination in Employment Act, as amended (“ADEA”). Employee acknowledges that the Company has paid Employee all wages, bonuses, accrued unused vacation pay, options, benefits and monies owed by the Company to Employee. This release does not waive any claims for (a) indemnification and/or payment of related expenses under (i) any applicable law and/or (ii) the Company’s by laws or articles of incorporation; (b) Employee’s ownership of any Company vested stock, vested stock units or vested stock options, and/or Employee’s rights as an existing shareholder of the Company; (c) any rights Employee has under any applicable stock option plan of the Company and/or any vested stock option, stock unit, stock purchase or other shareholder agreements with Company; (d) any vested rights or claims Employee may have under any Company-sponsored benefit plans (including, without limitation, any medical, dental, disability, life insurance or retirement plans); (e) any rights Employee may have to obtain continued health insurance coverage or other benefits pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), and/or any similar state law; (f) any claims Employee may have against the Company for reimbursement of business or other expenses incurred in connection with Employee’s employment with Company; (g) any other claims which as a matter of law cannot be waived; or (h) any obligation of the Company to Employee pursuant to Sections Section 4 or 5 of the Agreement.

Release by Employee. Employee, for himself and his heirs, successors and assigns, fully releases and discharges the Company, its officers, directors, employees, shareholders, attorneys, accountants, other professionals, insurers and agents (collectively, “Agents”), and all entities related to each party, including, but not limited to, heirs, executors, administrators, personal representatives, assigns, parent, subsidiary and sister corporations, affiliates, partners and co venturers (collectively, “Related Entities”), from all rights, claims, demands, actions, causes of action, liabilities and obligations of every kind, nature and description whatsoever, Employee now has, owns or holds or has at anytime had, owned or held or may have against the Company, Agents or Related Entities from any source whatsoever, whether or not arising from or related to the facts recited in this Release. Employee specifically releases and waives any and all claims arising under any express or implied contract, rule, regulation or ordinance, including, without limitation, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act, the California Fair Employment and Housing Act, the California Labor Code and the Age Discrimination in Employment Act, as amended (“ADEA”). Employee acknowledges that the Company has paid Employee all wages, bonuses, accrued unused vacation pay, options, benefits and monies owed by the Company to Employee. This release does not waive any claims for (a) indemnification and/or payment of related expenses under (i) any applicable law and/or (ii) the Company’s by laws or articles of incorporation; (b) Employee’s ownership of any Company vested stock, vested stock units or vested stock options, and/or Employee’s rights as an existing shareholder of the Company; (c) any rights Employee has under any applicable stock option plan of the Company and/or any vested stock option, stock unit, stock purchase or other shareholder agreements with Company; (d) any vested rights or claims Employee may have under any Company-sponsored benefit plans (including, without limitation, any medical, dental, disability, life insurance or retirement plans); (e) any rights Employee may have to obtain continued health insurance coverage or other benefits pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), and/or any similar state law; (f) any claims Employee may have against the Company for reimbursement of business or other expenses incurred in connection with Employee’s employment with Company; (g) any other claims which as a matter of law cannot be waived; or (h) any obligation of the Company to Employee pursuant to Sections 4 or 5 of the Agreement. Notwithstanding anything to the contrary herein, nothing in this Release prohibits Employee from filing a charge with or participating in an investigation conducted by any state or federal government agencies. However, Employee does waive, to the maximum extent permitted by law, the right to receive A-1 any monetary or other recovery, should any agency or any other person pursue any claims on Employee’s behalf arising out of any claim released pursuant to this Release. For clarity, and as required by law, such waiver does not prevent Employee from accepting a whistleblower award from the Securities and Exchange Commission pursuant to Section 21F of the Securities Exchange Act of 1934, as amended. Employee acknowledges and agrees that he has received any and all leave and other benefits that he has been and is entitled to pursuant to the Family and Medical Leave Act of 1993. Employee represents and warrants to the Company that he has not heretofore assigned or transferred to any person not a party to this Release any released matter or any part or portion thereof.

Release by Employee. Employee, for himself and his heirs, successors and assigns, fully releases and discharges the Company, its officers, directors, employees, shareholders, attorneys, accountants, other professionals, insurers and agents (collectively, “Agents”), and all entities related to each party, including, but not limited to, heirs, executors, administrators, personal representatives, assigns, parent, subsidiary and sister corporations, affiliates, partners and co venturers (collectively, “Related Entities”), from all rights, claims, demands, actions, causes of action, liabilities and obligations of every kind, nature and description whatsoever, Employee now has, owns or holds or has at anytime had, owned or held or may have against the Company, Agents or Related Entities from any source whatsoever, whether or not arising from or related to the facts recited in this Release. Employee specifically releases and waives any and all claims arising under any express or implied contract, rule, regulation or ordinance, including, without limitation, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act, the California Fair Employment and Housing Act, the California Labor Code and the Age Discrimination in Employment Act, as amended (“ADEA”). Employee acknowledges that the Company has paid Employee all wages, bonuses, accrued unused vacation pay, options, benefits and monies owed by the Company to Employee. This release does not waive any claims for (a) indemnification and/or payment of related expenses under (i) any applicable law and/or (ii) the Company’s by laws or articles of incorporation; (b) Employee’s ownership of any Company vested stock, vested stock units or vested stock options, and/or Employee’s rights as an existing shareholder of the Company; (c) any rights Employee has under any applicable stock option plan of the Company and/or any vested stock option, stock unit, stock purchase or other shareholder stockholder agreements with Company; (d) any vested rights or claims Employee may have under any Company-sponsored benefit plans (including, without limitation, any medical, dental, disability, life insurance or retirement plans); (e) any rights Employee may have to obtain continued health insurance coverage or other benefits pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), and/or any similar state law; (f) any claims Employee may have against the Company for reimbursement of business or other expenses incurred in connection with Employee’s employment with Company; (g) any other claims which as a matter of law cannot be waived; or (h) any obligation of the Company to Employee pursuant to Sections Section 4 or 5 of the Agreement.

Release by Employee. (a) Employee, for himself on behalf of Employee, and his heirs, successors and or her assigns, and successors, hereby fully releases and discharges and promises not to xxx the CompanyCompany and its parents, its subsidiaries and affiliates, and their directors, officers, directorsagents, insurers, employees, shareholdersstockholders, attorneyspartners, accountants, other professionals, insurers and agents (collectively, “Agents”), and all entities related to each party, including, but not limited to, heirs, executors, administrators, personal representatives, assigns, parent, subsidiary assigns and sister corporations, affiliates, partners and co venturers successors (collectively, collectively referred to as “Related EntitiesReleasees”), from and with respect to any and all rightsclaims, claimswages, demands, agreements, contracts, covenants, actions, suits, causes of action, obligations, debts, costs, expenses, attorneys’ fees, damages, judgments, and liabilities and obligations of every kindwhatever kind or nature, nature and description whatsoeverwhether now known or unknown, suspected or unsuspected (collectively, “Claims”), which Employee now has, owns or holds or Employee has at anytime had, any time prior to the date of execution of this Agreement owned or held or may have in the future hold as against any Releasee, arising out of or in any way connected with Employee’s employment relationship with, or separation from, the CompanyCompany or any other transactions, Agents occurrences, acts or Related Entities omissions or any loss, damage or injury whatever, known or unknown, suspected or unsuspected, resulting from any source whatsoeveract or omission by or on the part of said Releasees, whether or not arising from any of them, committed or related omitted prior to the facts recited in date of this Release. Employee specifically releases and waives any and all claims arising under any express or implied contract, rule, regulation or ordinance, Agreement including, without limitationlimiting the generality of the foregoing, any Claim under Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act, the Family and Medical Leave Act, the Equal Pay Act, the Age Discrimination in Employment Act, the California Fair Employment and Housing Act, the California Labor Code and the Age Discrimination in Employment Family Rights Act, as amended (“ADEA”). Employee acknowledges that the Company has paid Employee all wagesor any other federal, bonusesstate or local law, accrued unused regulation or ordinance, or any Claim for severance pay, bonus, sick leave, holiday pay, vacation pay, optionslife insurance, benefits and monies owed by health or medical insurance or any other fringe benefit, or disability. Notwithstanding the foregoing, nothing in this Agreement releases the Company from its obligation to Employee. This release does not waive indemnify and hold harmless Employee for any claims for (a) indemnification and/or payment expense, liability and loss of related expenses under (i) any applicable law and/or (ii) the Company’s Employee by laws reason of being or articles of incorporation; (b) Employee’s ownership of any Company vested stock, vested stock units having been a director or vested stock options, and/or Employee’s rights as an existing shareholder officer of the Company; (c) any rights Employee has under any applicable stock option plan , consistent with the Bylaws of the Company and/or any vested stock option, stock unit, stock purchase or other shareholder agreements with Company; (d) any vested rights or claims Employee may have under any Company-sponsored benefit plans (including, without limitation, any medical, dental, disability, life insurance or retirement plans); (e) any rights Employee may have to obtain continued health insurance coverage or other benefits pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), and/or any similar state law; (f) any claims Employee may have against the Company for reimbursement of business or other expenses incurred in connection with Employee’s employment with Company; (g) any other claims which as a matter of law cannot be waived; or (h) any obligation of the Company to Employee pursuant to Sections 4 or 5 of the Agreement.

Release by Employee. Employee agrees for Employee, for himself Employee’s heirs, executors, administrators, successors and his heirsassigns to forever release and discharge the Company and its subsidiaries, related companies, parents, successors and assigns, fully releases and discharges the Company, its officers, directors, employees, shareholdersagents, attorneys, accountants, other professionals, insurers employees and agents (collectively, “Agents”), former employees from any and all entities claims, debts, promises, agreements, demands, causes of action, attorneys’ fees, losses and expenses of every nature whatsoever, known or unknown, suspected or unsuspected, filed or unfiled, arising prior to the Effective Date of this Agreement, or arising out of or in connection with Employee’s employment by and termination from Company or any affiliate of Company. This total release includes, but is not limited to, all claims arising directly or indirectly from Employee’s employment with Company and the termination of that employment; claims or demands related to each partysalary, bonuses, commissions, stock, stock options, vacation pay, fringe benefits and expense reimbursements pursuant to any, state or local law; causes of action, including, but not limited to, heirsbreach of contract, executorsbreach of the implied covenant of good faith and fair dealing, administratorsinfliction of emotional harm, personal representativeswrongful discharge, assignsviolation of public policy, parentdefamation and impairment of economic opportunity; any claims for violation of state statutes relating to discrimination, subsidiary labor, disability, workers’ compensation, wage and sister corporationshour, affiliates, partners and co venturers (collectively, “Related Entities”), from all civil rights, claimsfamily leave, demands, actions, causes and medical leave; and any claims for violation of action, liabilities and obligations the Civil Rights Act of every kind, nature and description whatsoever, Employee now has, owns or holds or has at anytime had, owned or held or may have against the Company, Agents or Related Entities from any source whatsoever, whether or not arising from or related to the facts recited in this Release. Employee specifically releases and waives any and all claims arising under any express or implied contract, rule, regulation or ordinance, including, without limitation1866, Title VII of the Civil Rights Act of 1964, the Civil Rights Age Discrimination in Employment Act of 19911967, the Americans with Disabilities Older Workers’ Benefit Protection Act, the California Fair Employment and Housing ActFederal Family and Medical Leave Acts, Section 503 of the Rehabilitation Act of 1973, the California Labor Code and the Age Discrimination in Employment Employee Retirement Income Security Act, as amended (“ADEA”). Employee acknowledges that amended, the Company has paid Employee all wagesFair Labor Standards Act, bonuses, accrued unused vacation pay, options, benefits and monies owed by the Company to Employee. This release does not waive any claims for (a) indemnification and/or payment of related expenses under (i) any applicable law and/or (ii) the Company’s by laws or articles of incorporation; (b) Employee’s ownership of any Company vested stock, vested stock units or vested stock options, and/or Employee’s rights as an existing shareholder of the Company; (c) any rights Employee has under any applicable stock option plan of the Company and/or any vested stock option, stock unit, stock purchase or other shareholder agreements with Company; (d) any vested rights or claims Employee may have under any Company-sponsored benefit plans (including, without limitation, any medical, dental, disability, life insurance or retirement plans); (e) any rights Employee may have to obtain continued health insurance coverage or other benefits pursuant to the Consolidated Omnibus Budget Reconciliation Americans With Disabilities Act of 19851990 or any other facts, as amended (“COBRA”), and/or any similar state law; (f) any claims Employee may have against the Company for reimbursement of business transactions or other expenses incurred in connection with occurrences relating to Employee’s employment with Company; (g) any other claims which as a matter of law cannot be waived; or (h) any obligation of the Company to Employee pursuant to Sections 4 or 5 of the Agreement.

Release by Employee. a.Employee, for himself on his behalf and of his heirs, successors successors, assigns and assignsagents hereby fully releases, fully releases discharges and discharges agrees to hold harmless the Company, including all of its parent, subsidiary, affiliated and related organizations and entities, as well as all of their officers, directors, employeesshareholders, shareholdersowners, members, attorneys, accountantsagents, other professionalsemployees, insurers servants, insurers, benefit plans, plan administrators and agents their fiduciaries, (collectively, the “AgentsReleased Parties”), and all entities related to each party, including, but not limited to, heirs, executors, administrators, personal representatives, assigns, parent, subsidiary and sister corporations, affiliates, partners and co venturers (collectively, “Related Entities”)of, from and against all rightsdebts, sums of money, fees, claims, charges, demands, actions, causes of action, notes, liabilities and obligations obligations, of every kindwhatever nature, nature whether known or unknown, liquidated, unliquidated, contingent or otherwise, and description whatsoeverwhether in contract (express or implied), in tort, by statute or otherwise, which Employee ever had or now has, owns has (or holds hereafter may have) with respect to anything done or has at anytime had, owned or held omitted to be done up to the Date of this Agreement and which are or may have against be based upon any fact, condition, or incident occurring prior to the Companydate of this Agreement, Agents as well as claims which may arise after the date of this Agreement that are based or Related Entities rely upon facts, conditions or incidents occurring before the date of this Agreement including any fact or circumstance related to Employee’s employment or separation of employment from any source whatsoever, whether or the Company (collectively the “Released Claims”). The Released Claims include but are not limited to all: (i) all claims arising from out of or related to Employee’s employment with any Released Party, and termination of that employment, (ii) claims for compensation or benefits of any kind or amount other than the facts recited compensation and benefits set forth in this Release. Employee specifically releases and waives any and Agreement, (iii) claims relating to Company employment practices or policies; (iv) all claims in tort or in contract arising out of any transaction or interaction between Employee and any Released Party; (v) claims under any express or implied contract; (vi) all claims arising under all provisions of California law and statutes, ruleincluding but not limited to, regulation the California Fair Employment and Housing Act, and (vii) all other claims arising under any other local, state or ordinancefederal statutes, includingregulations or common law, without limitationincluding but not limited to, claims under Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, as amended; claims under 42 U.S.C. §§ 1981 and 1985 as amended; claims under the Americans with Disabilities Act, as amended; claims under the California Fair Federal Age Discrimination in Employment and Housing Act of 1967, including the amendments provided by the Older Workers Benefits Protection Act, as amended; claims under the Employee Retirement Income Security, as amended; claims under the Family and Medical Leave Act; wrongful and/or retaliatory termination and/or discharge of employment claims; contract or promissory estoppel claims; intentional infliction of emotional distress claims; assault and battery claims; negligence claims; tort claims including negligence claims; personal injury claims; third-party claims; slander, libel and/or defamation claims; and/or qui tam claims law and any claims for damages or equitable relief including, but not limited to, lost wages, physical injuries, mental anguish, loss of consortium, unpaid compensation, loss of earning capacity, and medical expenses. Nothing in this Agreement is intended to waive claims (i) for unemployment or workers’ compensation benefits, (ii) for vested rights under ERISA-covered employee benefit plans as applicable on the date Employee signs this Agreement, (iii) that may arise after Employee signs this Agreement, or (iv) which cannot be released by private agreement. b. Employee understands that he is releasing claims that he may not know about at this time, and that is his intent. Waiver of California Labor Code Section 1542. Employee hereby states that it is his intention in executing this Agreement that the same shall be effective as a bar to each and every claim, demand, cause of action, obligation, damage, liability, charge, attorneys’ fees and costs hereinabove released. Employee hereby expressly waives and relinquishes all rights and benefits, if any, arising under the provisions of Section 1542 of the Civil Code of the State of California, which provides: Section 1542 [Certain Claims Not Affected By General Release.] 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 or her must have materially affected his settlement with the debtor. c. Except as otherwise provided in Paragraph 2.d. below, Employee represents that no Released Claims are pending in any court, administrative agency, commission or other forum relating directly or indirectly to his employment by the Company. d. Notwithstanding the foregoing, nothing in this Agreement shall: (i) Interfere with Employee’s right to file a charge or complaint with or participate in an investigation or proceeding conducted by the EEOC, NLRB, or any other any federal, state or local agency charged with the enforcement of any laws, or exercise rights under Section 7 of the NLRA to engage in joint activity with other employees, although by signing this release Employee is waiving rights to individual relief based on claims asserted in such a charge or complaint, or asserted by any third-party on Employee’s behalf, except where such a waiver of individual relief is prohibited. (ii) Interfere with Employee’s right to challenge the validity, enforceability, or knowing and voluntary nature, of this release under the Age Discrimination in Employment Act, as amended Act of 1967 (“ADEA”). Employee acknowledges e. If any person brings any claim contrary to the above releases and waivers of claims provided above (except for any action brought pursuant to Paragraph 2(d)), then any party, including any Released Party(ies), who are defendant to that action shall be entitled to reimbursement from the Company has paid Employee all wages, bonuses, accrued unused vacation pay, options, benefits party(ies) who brought such claim or action for costs and monies owed by the Company to Employeeattorneys’ fees incurred in defense of that claim. f. This release Release does not waive any claims for (a) indemnification and/or payment of related expenses discharge the Parties from obligations they have under (i) any applicable law and/or (ii) the Company’s by laws or articles of incorporation; (b) Employee’s ownership of any Company vested stock, vested stock units or vested stock options, and/or Employee’s rights as an existing shareholder of the Company; (c) this Agreement. Employee waives any rights Employee has under any applicable stock option plan of the to, or to be considered for, future Company and/or any vested stock option, stock unit, stock purchase or other shareholder agreements with Company; (d) any vested rights or claims Employee may have under any Company-sponsored benefit plans (including, without limitation, any medical, dental, disability, life insurance or retirement plans); (e) any rights Employee may have to obtain continued health insurance coverage or other benefits pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), and/or any similar state law; (f) any claims Employee may have against the Company for reimbursement of business or other expenses incurred in connection with Employee’s employment with Company; (g) any other claims which as a matter of law cannot be waived; or (h) any obligation of the Company to Employee pursuant to Sections 4 or 5 of the Agreementemployment. 3.