Release of Claims by the Company. Except as necessary to enforce the terms of this Agreement and the Restructuring Agreement, and in exchange for and in consideration of the promises, covenants and agreements set forth herein, the Company hereby releases Executive from any and all manner of claims, demands, causes of action, obligations, damages, or liabilities whatsoever of every kind and nature, at law or in equity, known or unknown, and whether or not discoverable, arising out of Executive's employment by the Company which the Company has or may have for any period prior to and including the date of the execution of this Agreement; provided, however, that the Company does not release herein any claims the Company may now or in the future have against Executive for acts of intentional misconduct committed by Executive during Executive's employment with the Company.
Release of Claims by the Company. (a) As of the Effective Date, the Company voluntarily releases and discharges Executive and his heirs, successors, administrators, representatives, related entities and assigns and all of their past and present attorneys. representatives and agents, from all Claims which the Company has or may have had against such entities based on any events or circumstances arising or occurring on or prior to the date hereof or on or prior to the Effective Date, arising directly or indirectly out of, relating to or in any other way involving in any manner whatsoever Executive’s employment by or service to the Company. Notwithstanding the foregoing, nothing herein shall release or discharge any Claim by the Company against Executive as a result of any failure by him to perform his obligations under the Agreement or as a result of any acts of intentional misconduct or recklessness or any Claim which a corporation may not provide an officer with exculpation of, or indemnification from, under applicable Delaware law.
Release of Claims by the Company. In exchange for the promises provided by you herein, the Company hereby releases you, and your heirs, executors, administrators, and assigns, from any and all claims, demands, causes of action, and obligations, both known and unknown, arising from or in any way related to your employment with the Company or the termination of that employment, subject to the provisions below. The released claims pursuant to this release by the Company include, but are not limited to, claims under any federal, state or local laws, and/or common law claims arising under contract or tort theories; provided, however, that this release shall not extend to: (i) any claims arising after the date this Agreement is signed, including without limitation any claims for breach of this Agreement; (ii) claims arising at any time from your contractual, statutory, and common law obligations to refrain from the unauthorized use or disclosure of the Company’s confidential, proprietary, or trade secret information; or (iii) claims arising at any time from your willful misconduct.
Release of Claims by the Company. Except for its rights and benefits under this Amended and Restated Letter Agreement, for and in consideration of the benefits provided herein, the Company, on behalf of itself as well as its affiliated companies and the Company's and such affiliated companies' respective shareholders, officers, directors, partners, employees, agents, attorneys, successors and assigns (the "Releasing Company"), hereby releases and discharges each of the Surrendering Shareholders, himself or itself, and his or its heirs and dependents, executors, administrators and assigns, as well as his or its affiliated companies and such companies' respective shareholders, officers, directors, partners, employees, agents, attorneys, successors and assigns (the "Surrendering Shareholder Releasees") from any and all rights, claims, causes of action, liability, damages, attorney's fees and costs of any kind or nature, whether known or unknown, which the Releasing Company ever had or now have against the Surrendering Shareholder Releasees by reason of any actual or alleged act, omission, transaction, practice, conduct, occurrence or other matter occurring up to and including the date of this Amended and Restated Letter Agreement.
Release of Claims by the Company. Concurrently with the execution of this Agreement, the Company will also execute a release, in the form attached to this Agreement as Exhibit B ("Minntech Release"), in favor of Xxxxxx and his heirs, successors, representatives, and assigns. This Agreement shall not be interpreted or construed to limit the Minntech Release in any manner. The existence of any dispute respecting the interpretation of this Agreement or the alleged breach of this Agreement will not nullify or otherwise affect the validity or enforceability of the Minntech Release.
Release of Claims by the Company. In consideration of the Director’s release of the Company, his resignation from the Board of Directors of the Company and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, consistent with state and federal law, the Company and its respective past, present and future administrators, affiliates, agents, assigns, attorneys, directors, officers, employees, executors, insurers, partners, predecessors, representatives, servants, successors, transferees, and all persons acting by, through, under or in concert with any of them hereby absolutely and irrevocably releases, waives, relinquishes, renounces and discharges forever Director and his respective past, present and future administrators, affiliates, agents, assigns, attorneys, directors, employees, executors, heirs, insurers, parents, partners, predecessors, representatives, servants, successors, transferees, and each of them and all persons acting by, through, under or in concert with any of them from any claims, obligations or amounts due to the Company arising from any omissions, acts or facts that have occurred up until and including the Effective Date including, without limitation,
Release of Claims by the Company. (a) Subject to Section 8(b) hereof, and in consideration for the releases in Sections 4 and 6 of this Agreement, as well as for Xxxxxxx’x other undertakings hereunder, the Company, hereby releases, remises and forever discharges Xxxxxxx from any and all claims, complaints, suits, causes of action, charges, claims, liability, debts, agreements, demands, damages, losses, costs and expenses (including attorney’s fees and costs of any kind) that, as of the date hereof, the Company may have against Xxxxxxx by reason of or arising out of Xxxxxxx’x employment. The Company understands and agrees that this is a general release of all claims.
Release of Claims by the Company. The Company, on behalf of itself and on behalf of the Released Companies, RELEASES, REMISES, AND FOREVER DISCHARGES Executive, and Executive’s family members, heirs, executors, administrators, successors, assigns, attorneys, and other personal representatives of whatever kind (all released entities and individuals in this Section 5 are collectively referred to as the “Executive Released Parties”) from any action, claim, obligation, damages, cost, or expense that the Released Companies have or may have had against any of them, whether known or unknown, based upon acts or omissions occurring on or before the moment the Company executes this Release, including but not limited to claims arising directly or indirectly from Executive’s employment with, or separation of employment from, any of the Released Companies. This Release in Section 5 covers all possible claims that are waivable by law, including but not limited to all claims that could be asserted in contract, in tort, under any state common law, under federal common law, under any state constitution, under the federal Constitution, or under any federal statute, state statute, local ordinance, or under any federal, state, or local regulation. The above provisions of this Section 5 to the contrary notwithstanding, the Released Companies do not release or waive any claim under this Release (i) which, by law, cannot be released through a Release such as this; (ii) for Executive’s misappropriation of trade secrets, or for the commission by one or more of the Executive Released Parties of any act or omission arising out of or relating to unfair competition against the Released Companies; (iii) for any claim against any of the Executive Released Parties arising out of or relating to the intellectual property of the Company; (iv) for enforcement of this Release; or (v) that are based, in whole or in part, on acts or omissions that occur after the Company executes this Release.
Release of Claims by the Company. The Employee hereby represents that, in the course of his employment or service relationship with the Company and the other Company Released Parties, he has not committed any fraudulent or criminal act. In express reliance on the Employee’s representation and warranty in the foregoing sentence, the Company hereby forever releases, acquits, and discharges the Employee Released Parties from any and all Company Released Claims, whether known or unknown, including, but not limited to, any and all Company Released Claims for damages of any kind whatsoever, arising out of any of the following:
Release of Claims by the Company. The Company voluntarily releases and discharges the Executive and his heirs, successors, administrators, representatives and assigns from all Claims which it may have against the Executive as the result of his employment or the discontinuance of his employment and that are based upon facts known, or which in the exercise of reasonable diligence should have been known, to the Company’s Board of Directors. Notwithstanding the foregoing, nothing herein shall release or discharge any Claim by the Company against the Executive, or the right of the Company to bring any action, legal or otherwise, against the Executive as a result of any failure by him to perform his obligations under this Agreement, or as a result of any acts of willful misconduct or gross negligence. The Company represents that it are not aware after reasonable due inquiry of any facts or circumstances that would give rise to or form the basis of any claim against Executive based on willful misconduct or gross negligence.
