Release of Claims against the Company. You agree to deliver to the Company a signed and enforceable general release of all claims against the Company other than with respect to employee pension, health or medical benefit plans, rights to indemnification under the director and officer liability insurance policy, or under the bylaws or certificate of incorporation of the Company (“General Release”). You agree to execute the General Release in a form provided by the Company no earlier than your Retirement Date and no later than 30 days following your Retirement Date. The General Release does not apply to any claims that cannot be released as a matter of law, such as those that: (1) arise after the date you sign the General Release, (2) are for ERISA plan benefits, or (3) may be asserted in an administrative charge filed with a governmental law or regulatory enforcement agency (although you do release any right to monetary recovery or reinstatement right in connection with any such charge). The General Release also does not apply to any claim for breach of this Agreement or any provisions of your Employment Agreement that survive as described in the following section. The General Release will contain the following language: “I knowingly and willingly release the Company from any kind of claim I have arising out of or related to my employment and/or the termination of my employment with the Company. This general and complete release applies to all claims for relief, whether I know about them or not, that I may have against the Company as of the date of execution of this document. This Release of claims includes, but is not limited to any claims under: federal, state or local employment, labor, civil rights, equal pay, or anti-discrimination laws, statutes, case law, regulations, and ordinances; federal or state Constitutions; any public policy, contract, tort or common law theory; any statutory or common law principle allowing for the recovery of fees or other expenses, including attorneys’ fees. The claims that I am releasing include, but are not limited to, claims under: the Age Discrimination in Employment Act; Family Medical Leave Act; Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 1991; Sections 1981 through 1988 of Title 42 of the United States Code, as amended; the Xxxxxxxx-Xxxxx Act (18 U.S.C. Section 1514A), as amended; the Employee Retirement Income Security Act of 1974, as amended; the Americans with Disabilities Act of 1990, as amended. This Release does n...
Release of Claims against the Company. Notwithstanding the foregoing, no payment shall be made or benefit provided to Executive’s or Executive’s estate, as applicable, pursuant to Section 10(b) of the Agreement, other than the statutory amounts described in Section 10(c), unless Executive or a representative or agent of Executive’s estate, as applicable, signs and, if applicable, does not revoke a general release of all claims against the Company, and any related, affiliated, or associated persons and/or entities as the Company may designate or determine in its sole discretion, in such form as the Company may reasonably require (the “Release”). The Release must be signed by Executive or Executive’s estate, as applicable, and returned to the Company within the period designated by the Company, which shall not extend later than fifty (50) days after the date of termination.
Release of Claims against the Company. In consideration of the foregoing, Ms. Xxxxxxxx xxxeby releases, acquits, and forever discharges the Company, its parents and subsidiaries, and their officers, directors, agents, servants, employees, attorneys, shareholders, partners, successors, assigns, affiliates, customers, and clients 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, acts or conduct at any time prior to the Separation Date, including, but not limited to: all such claims and demands directly or indirectly arising out of or in any way connected with the Company's employment of Ms. Xxxxxxxx, xxe termination of that employment, the Company's performance of its obligations as her former employer, and any claims arising from the Employment Agreement or her offer letter; claims or demands related to salary, bonuses, commissions, stock, or any other ownership interests in the Company, vacation pay, fringe benefits, expense reimbursements, severance pay, or any form of compensation; claims pursuant to any federal, state or local law or cause of action including, but not limited to, the California Fair Employment and Housing Act, the federal Civil Rights Act of 1964, as amended; the federal Age Discrimination in Employment Act of 1967, as amended; the federal Americans With Disabilities Act; tort law; contract law; wrongful discharge; discrimination; harassment; fraud; defamation; emotional distress; and breach of the implied covenant of good faith and fair dealing. Notwithstanding the above, Ms. Xxxxxxxx xx not hereby releasing any claims Ms. Xxxxxxxx xxx have (i) under this Agreement; (ii) for indemnification pursuant to and in accordance with the applicable statutes, the applicable terms of the charters, articles of incorporation or bylaws of the Company, any insurance policies maintained by the Company which afford coverage to Ms. Xxxxxxxx; (xii) for rights or claims Ms. Xxxxxxxx xxx have pursuant to any applicable stock option plans or stock option agreements Ms. Xxxxxxxx xxx have with the Company; and (iv) for any criminal, grossly negligent or fraudulent conduct on the part of the Company, other than by her own conduct, which creates liability on the part of Ms. Xxxxxxxx. Xxr the sake of clarity, Ms. Xxxxxxxx xxxressly...
Release of Claims against the Company. Notwithstanding the foregoing, no payment shall be made or benefit provided to Employee pursuant to this Section 3 of the Agreement, other than the Statutory Amounts, unless Employee signs and, if applicable, does not revoke a general release of all claims against the Company, and any related, affiliated, or associated persons and/or entities as the Company may designate or determine in its sole discretion, in such form as the Company may reasonably require (the “Release”). The Release must be signed by Employee and returned to the Company within the period designated by the Company, which shall not extend later than fifty (50) days after the date of Employee’s termination. Any payment to be made or benefit provided pursuant to this Section 3 of the Agreement shall be tendered in accordance with the schedule to be set forth in the Release.
Release of Claims against the Company. Notwithstanding the foregoing, no payment shall be made or benefit provided to Employee or Employee’s estate, as applicable, pursuant to this Section 4 of the Agreement, other than the Statutory Amounts, unless Employee or a representative or agent of Employee’s estate, as applicable, signs and, if applicable, does not revoke a general release of all claims against the Company, and any related, affiliated, or associated persons and/or entities as the Company may designate or determine in its sole discretion, in such form as the Company may reasonably require (the “Release”). The Release must be signed by Employee or Employee’s estate, as applicable, and returned to the Company within the period designated by the Company, which shall not extend later than fifty (50) days after the Termination Date. Any payment to be made or benefit provided pursuant to this Section 4 of the Agreement shall be tendered in accordance with the schedule to be set forth in the Release.
Release of Claims against the Company. Each of the Moneytech Entities shall have delivered to the Company a release in form and substance satisfactory to the Company releasing the Company and its officers, directors, employees, agents and representatives from and against any and all causes of action, liabilities and claims that it may have against them, to the maximum extent permitted by law.
Release of Claims against the Company. For good and valuable consideration, including the payments and benefits set forth in the Agreement, dated October 15, 2002 (the "Agreement"), of which this Release forms a part, which includes special enhancements to which Xx. Xxxxxxx would not otherwise be entitled under current company policies, plans, and guidelines, Xx. Xxxxxxx hereby knowingly, voluntarily, and willingly releases, discharges, and covenants not to xxx the Company and its direct and indirect parents, subsidiaries, affiliates and related companies, past and present, as well as each of its and their directors, officers, employees, agents of the foregoing, representatives, advisers, including, members of the Scientific Advisory Board and Viral Advisory Board of the Company, attorneys, trustees, insurers, assigns, successors, and agents, past and present (collectively hereinafter referred to as the "Released Parties"), from and with respect to any and all actions, claims, or lawsuits, whether known or unknown, suspected or unsuspected, in law or in equity, which Xx. Xxxxxxx, and his heirs, executors, administrators, successors, assigns, dependents, descendants, and attorneys ever had, now have, or hereafter can, shall or may have against the Released Parties
Release of Claims against the Company. Notwithstanding the foregoing, no payment shall be made or benefit provided to Employee or Employee’s estate, as applicable, pursuant to this Section 4 of the Agreement, other than the Accrued Obligations, unless Employee or a representative or agent of Employee’s estate, as applicable, signs and, if applicable, does not revoke a general release of all claims against the Company Group, and any related, affiliated, or associated persons and/or entities as the Company Group may designate or determine in its sole discretion, in such form as the Company may reasonably require (the “Release”). The Release must be signed by Employee or Employee’s estate, as applicable, and returned to the Company within the period designated by the Company.
Release of Claims against the Company. (a) In consideration of and subject to the terms of this Agreement, Sellers on behalf of themselves and their Affiliates and all persons acting by, through, under or in concert with them, if any, effective as of the Closing release and discharge the Company, Parent and Newco and their respective Affiliates from any and all rights, causes of action, demands, damages, costs, loss of services, expenses and compensation whatsoever, claims, duties, 39 40 obligations and actions which Sellers and their Affiliates now have or as may hereinafter arise against the Company, whether matured or contingent, and whether known or unknown. In no event shall the Sellers' rights hereunder arising out of or relating to any representations or warranties made by Parent or Newco in this Agreement be affected in any way by the release in this Section 7.8.
(b) In connection with the release contained in this Section 7.8, Sellers (on behalf of themselves and their Affiliates and all Persons acting by, through, under or in concert with them, if any) hereby expressly waive the benefits of Section 1542 of the California Civil Code, which provides that: 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 AGREEMENT, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.
Release of Claims against the Company. In exchange for and as a condition to receiving the Separation Benefits, except as set forth in the General Release, you shall knowingly and willingly release the Company, Purchaser and their respective subsidiaries and affiliates from any kind of claim you have arising out of or related to your employment and/or the termination of your employment with the Company by executing the Agreement and General Release on or after the Termination Date.
