Common use of Release of Claims Clause in Contracts

Release of Claims. Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executive, and Executive’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Except as set forth in the last paragraph of this Section 4, Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executivehimself, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Executive Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Change of Control Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive The Employee agrees that the foregoing consideration represents settlement in full of all currently outstanding obligations owed to Executive the Employee by the Company. ExecutiveThe Employee, on the Employee’s own behalf of Executive, and Executivethe Employee’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive the Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date (as defined below) of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executivethe Employee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executivethe Employee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, law and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; , termination in violation of public policy; , discrimination; , breach of contract, contract (both express and implied; ), breach of a covenant of good faith and fair dealing, dealing (both express and implied; ), promissory estoppel; , negligent or intentional infliction of emotional distress; , negligent or intentional misrepresentation; , negligent or intentional interference with contract or prospective economic advantage; , unfair business practices; , defamation; , libel; , slander; , negligence; , personal injury; , assault; , battery; , invasion of privacy; , false imprisonment; imprisonment and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section Section 201, et seq. and section Section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, federal or any state, state constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive The Employee agrees that the release set forth in this section Section 4 shall be and remain in effect in all respects as a complete general release as to the matters released. This Notwithstanding the foregoing, this release does not extend to any severance obligations due Executive now or subsequently incurred under this Agreement, the Management Retention Employment Agreement. Nothing in this , the Indemnification Agreement waives Executive’s rights to indemnification between the Employee and the Company (or its successor or acquirer), the outstanding stock award agreements between the Employee and the Company (or its successor or acquirer), or any payments employee benefit plan of which the Employee is a participant and under any fiduciary insurance policy, if any, provided by any act which all benefits due under such plan have not yet been paid or agreement of the Company, state or federal law or policy of insuranceprovided.

Release of Claims. Executive The Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive the Employee by the Company. ExecutiveThe Employee, on his own behalf of Executive, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date (as defined below) of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executive’s the Employee's employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s the Employee's right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, law and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; , termination in violation of public policy; , discrimination; , breach of contract, contract (both express and implied; ), breach of a covenant of good faith and fair dealing, dealing (both express and implied; ), promissory estoppel; , negligent or intentional infliction of emotional distress; , negligent or intentional misrepresentation; , negligent or intentional interference with contract or prospective economic advantage; , unfair business practices; , defamation; , libel; , slander; , negligence; , personal injury; , assault; , battery; , invasion of privacy; , false imprisonment; imprisonment and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section Section 201, et seq. and section Section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, federal or any state, state constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ ' fees and costs. Executive The Employee agrees that the release set forth in this section Section 4 shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executivehimself, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for any economic benefit or loss of expected benefit thereunder or for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate lawduty, and securities fraud under any applicable state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Separation Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Except as set forth in the last paragraph of this Section 4, Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee, on behalf of Executivehim- or herself, and ExecutiveEmployee’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive Employee under the Management Change of Control and Retention Agreement. Nothing in this Agreement waives ExecutiveEmployee’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. ExecutiveEmployee, on Employee’s own behalf and on behalf of Executive, and ExecutiveEmployee’s respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases Company, its direct and indirect subsidiaries and Affiliates (as defined in the Company Employment Agreement), and its past, present each of their respective current and future former officers, agents, directors, employeesequity holders, investorsmembers, shareholdersmanagers, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporationsbenefit plans, and assignsplan administrators (collectively, the “Releasees”) from, and agrees not to xxx concerning, or otherwise institute in any manner to institute, prosecute, or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation,to: (ai) any and all claims relating to or arising from ExecutiveEmployee’s employment or service relationship with the Company or any of its direct or indirect subsidiaries or permitted assigns and the termination of that relationship; (bii) with respect to Employee’s employment or service relationship with Company or any and all claims relating to, of its direct or arising from, Executive’s right to purchase, indirect subsidiaries or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) permitted assigns: any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (diii) with respect to Employee’s employment or service relationship with Company or any of its direct or indirect subsidiaries or permitted assigns: any and all claims for violation of any federal, state state, local or municipal statuteforeign law, including, but not limited toto the following statutes (each as amended, if applicable), Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Labor Standards Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, the Fair Labor Standards Older Workers Benefit Protection Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the California Fair Employment Family and Housing Medical Leave Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such ; the Xxxxxxxx-Xxxxx Act as well as the regulations issued under each such Actof 2002; (e) any and all claims for violation of the federal, or any state, constitution; (fiv) any and all claims arising out of any other laws and regulations relating to Employee’s employment or service relationship with, or affiliation with, the Company or any of its direct or indirect subsidiaries or employment discriminationdiscrimination with respect thereto; (v) any and all claims arising out of any other federal, state, local or foreign law relating to Employee’s employment or service relationship with, or affiliation with, the Company or any of its direct or indirect subsidiaries or employment discrimination with respect thereto; (vi) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee with respect to Employee’s employment or service relationship with, or affiliation with, the Company or any of its direct or indirect subsidiaries or permitted assigns or as a result of this Agreement; and (gvii) any and all claims for attorneys’ fees and costscosts with respect to the foregoing. Executive Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release Notwithstanding the foregoing, this Agreement does not extend to release (i) Employee’s current ownership of, or claims in respect of future rights or claims arising out of, (A) any severance obligations due Executive under direct or indirect equity interest in the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification Company or any payments under of its Affiliates or (B) any fiduciary insurance policyoptions or other contingent rights thereto (including, if anywithout limitation, provided by any act or agreement rights in respect of the Company’s Class B Units or any successor rights), state (ii) any future rights under equity or equity incentives or (iii) claims that cannot be released as a matter of law, including, but not limited to, Employee’s right to file a charge with, or participate in a charge by, the Equal Employment Opportunity Commission, or any other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against Company (with the understanding that Employee’s release of claims herein bars Employee from recovering monetary or other personal relief from Company or any other Releasee), claims for unemployment compensation or any state disability insurance benefits pursuant to the terms of applicable state law, claims to continued participation in certain of Company’s group benefit plans pursuant to the terms and conditions of COBRA, claims to any benefit entitlements vested as the date of separation of Employee’s employment, pursuant to written terms of any employee benefit plan of Company or its Affiliates. Further, this Agreement does not release Employee’s rights, including under applicable law and Company’s D&O policy, to seek indemnity for acts committed, or policy omissions, within the course and scope of insuranceEmployee’s employment duties.

Release of Claims. Executive The Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive the Employee by the Company. ExecutiveThe Employee, on his own behalf of Executive, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date (as defined below) of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executivethe Employee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executivethe Employee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, law and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; , termination in violation of public policy; , discrimination; , breach of contract, contract (both express and implied; ), breach of a covenant of good faith and fair dealing, dealing (both express and implied; ), promissory estoppel; , negligent or intentional infliction of emotional distress; , negligent or intentional misrepresentation; , negligent or intentional interference with contract or prospective economic advantage; , unfair business practices; , defamation; , libel; , slander; , negligence; , personal injury; , assault; , battery; , invasion of privacy; , false imprisonment; imprisonment and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section Section 201, et seq. and section Section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, federal or any state, state constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive The Employee agrees that the release set forth in this section Section 4 shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive agrees that Except for any claims you may have for workers’ compensation benefits, unemployment compensation benefits, vested pension or retirement benefits, or nonforfeitable health care, disability, or other similar welfare benefits (which are not released by this Agreement) and in further consideration of the foregoing consideration represents settlement in full of all outstanding obligations owed benefits we have agreed to Executive by the Company. Executiveprovide you, on behalf of Executive, and Executive’s respective heirs, family members, executors and assigns, you do hereby fully release and forever releases discharge the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parentsparent companies, predecessor and successor corporationspredecessors, successors, and assigns, fromand all of their present and former officers, directors, benefit plans and programs, agents, representatives, shareholders, attorneys, trustees, and agrees not employees (hereinafter collectively referred to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess arising as the “Releasees”) from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination claims, actions, causes of that relationship; (b) any and all claims relating toaction, suits, entitlements, liabilities, agreements, damages, losses, or arising fromexpenses (including attorney’s fees and costs actually incurred) of any nature whatsoever, Executive’s right to purchasewhether known or unknown (hereinafter “Claim” or “Claims”), that you have, may have had, or actual purchase may later claim to have had against any of shares of stock of the Companythem for personal injuries, including, without limitation, any claims for fraud, misrepresentationlosses or damage to personal property, breach of fiduciary dutycontract (express or implied), breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing(express or implied), both express and implied; promissory estoppel; negligent or intentional infliction any other losses or expenses of emotional distress; negligent any kind (whether arising in tort or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (dby statute) resulting from anything that has occurred prior to the date you execute this Agreement. This release includes, but is not limited to, any and all claims Claims for back pay, liquidated damages, compensatory damages, or any other losses or other damages to you or your property resulting from any claimed violation of any federallocal, state state, or municipal statutefederal law, including, for example (but not limited to), claims arising under Title VII of the Civil Rights Act of 1964, the Civil Rights Act 42 U.S.C. § 2000e et seq. (prohibiting discrimination on account of 1991race, color, religion, sex, or national origin); 42 U.S.C. § 1981; the Age Discrimination in Employment Act (the “ADEA”), 29 U.S.C. § 621 et seq. (prohibiting discrimination on account of 1967, age); the Americans with Disabilities Act of 1990, 42 U.S.C. § 12101 et seq. (prohibiting discrimination on account of disabilities); the Fair Labor Standards ActUniformed Services Employment and Reemployment Rights Act of 1994, 38 U.S.C. § 4301 et seq.; the Employee Retirement Income Security Act of 1974, The 29 U.S.C. § 1001 et seq.; the Worker Adjustment and Retraining Notification Act, 29 U.S.C. § 2101 et seq.; Title II of the California Fair Genetic Information Nondiscrimination Act of 2008, 42 U.S.C. § 2000ff et seq.; the North Carolina Equal Employment and Housing Practices Act, and Labor Code section 201, N.C. Gen. Stat. § 143-422.1 et seq.; the North Carolina Persons With Disabilities Protection Act, N.C. Gen. Stat. and section 970, § 168A-1 et seq.; the Occupational Safety and Health Act of North Carolina, N.C. Gen. Stat. § 95-151; the North Carolina Wage and all amendments Hour Act, N.C. Gen. Stat. § 95-25.1 et seq.; any other Claims under federal, state, or local statutory or common law; or any claim under any Employment Agreement between you and the Company. The foregoing release of Claims expressly includes a waiver of any right to each such Act as well as recovery for the regulations issued under each such Act; (e) Claims released herein in any and all claims for violation private causes of the federal, or any state, constitution; (f) action and/or charges and/or in any and all complaints filed with, or by, any governmental agency and/or other person or tribunal. This Agreement does not, however, waive rights or claims arising out that may arise after the date you sign it below. You expressly acknowledge that this Agreement is intended to include in its effect, without limitation, all Claims which you do not know or suspect to exist in your favor at the time you sign this Agreement, and that this Agreement contemplates the extinguishment of any other laws such Claim or Claims. Thus, in order to effectuate a full and regulations relating to employment or employment discrimination; and (g) any complete release and discharge of the Released Parties, you expressly waive and relinquish all claims for attorneys’ fees rights and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments benefits which you may have under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal statute or common law principle that would otherwise limit the effect of this Agreement to Claims known or policy suspected prior to the date you sign this Agreement, and do so understanding and acknowledging the significance and consequences of insurancesuch specific waiver.

Release of Claims. Executive agrees that the foregoing consideration to be paid in accordance with the terms and conditions of the Severance Agreement represents settlement in full of all outstanding obligations owed to Executive by the CompanyCompany and its current and former officers, directors, employees, agents, investors, attorneys, stockholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries, and predecessor and successor corporations and assigns (collectively, the “Releasees”). Executive, on Executive’s own behalf and on behalf of Executive, and Executive’s respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, Releasees from, and agrees not to xxx concerning, or otherwise institute in any manner to institute, prosecute, or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, demand, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess against any of the Releasees arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date of this Agreement Agreement, including, without limitation,limitation the following: (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Labor Standards Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, the Fair Labor Standards Older Workers Benefit Protection Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the Family and Medical Leave Act; the Xxxxxxxx-Xxxxx Act of 2002; [the California Family Rights Act]; [the California Labor Code]; [the California Workers’ Compensation Act]; and [the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act;Act];(1) (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Executive as a result of this Agreement; and (gh) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall Section 3 (the “Release”) will be and remain in effect in all respects as a complete general release as to the matters released. This release The Release does not extend to any severance obligations due Executive under the Management Retention Severance Agreement. The Release does not release claims that cannot be released as a matter of law, including, but not limited to, Executive’s right to file a charge with or participate in a charge by the Equal Employment Opportunity Commission, or any other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that any such filing or participation does not give Executive the right to recover any monetary damages against the Company; Executive’s release of claims herein bars Executive from recovering such monetary relief from the Company). Executive represents that Executive has made no assignment or transfer of any right, claim, complaint, charge, duty, obligation, demand, cause of action, or other matter waived or released by this Section 3. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee and the Company, on behalf of Executivethemselves, and Executive’s their respective heirs, family membersexecutors, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliatespredecessor and successor corporations and assigns, divisionshereby fully and forever release each other and their respective heirs, subsidiariesexecutors, parentsofficers, directors, employees, investors, shareholders, administrators, predecessor and successor corporations, corporations and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted assigns from any legal or administrative proceedings concerning any claim, claim duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive either of them may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executive’s Employee's employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s Employee's right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; and defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act;. (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (gf) any and all claims for attorneys’ attorney's fees and costs. Executive agrees The Company and Employee agree that the release set forth in this the section shall be and remain in effect in all respects as a complete and general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive The Employee agrees that the foregoing consideration represents settlement in full of all currently outstanding obligations owed to Executive the Employee by the Company. ExecutiveThe Employee, on the Employee’s own behalf of Executive, and Executivethe Employee’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive the Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date (as defined below) of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executivethe Employee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executivethe Employee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, law and securities fraud under any state or federal law; (c) any and all claims based on contract, tort or statute including, but not limited to, claims for wrongful discharge of employment; , termination in violation of public policy; , discrimination; , breach of contract, contract (both express and implied; ), breach of a covenant of good faith and fair dealing, dealing (both express and implied; ), promissory estoppel; , negligent or intentional infliction of emotional distress; , negligent or intentional misrepresentation; , negligent or intentional interference with contract or prospective economic advantage; , unfair business practices; , defamation; , libel; , slander; , negligence; , personal injury; , assault; , battery; , invasion of privacy; , false imprisonment; imprisonment and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and and/or the California Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act Act/statute as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, federal or any state, state constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive The Employee agrees that the release set forth in this section Section 3 shall be and remain in effect in all respects as a complete general release as to the matters released. This Notwithstanding the foregoing, this release does not extend to any severance obligations due Executive now or subsequently incurred under this Agreement, the Management Retention post-termination obligations set forth in Section 8 of the Employment Agreement. Nothing in this , the Indemnification Agreement waives Executive’s rights to indemnification between the Employee and the Company (or its successor or acquirer), the outstanding stock award agreements between the Employee and the Company (or its successor or acquirer), or any payments employee benefit plan of which the Employee is a participant and under any fiduciary insurance policy, if any, provided by any act which all benefits due under such plan have not yet been paid or agreement of the Company, state or federal law or policy of insuranceprovided.

Release of Claims. Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executive, and Executive’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its pastcurrent and former officers, present and future officersdirectors, Executives, agents, directorsinvestors, employees, investorsattorneys, shareholders, administrators, affiliates, divisions, and subsidiaries, parents, and predecessor and successor corporationscorporations and assigns (collectively, the “Releasees”). Executive, on Executive’s own behalf and on behalf of Executive’s respective heirs, family members, executors, agents, and assigns, hereby and forever releases the Releasees from, and agrees not to xxx sxx concerning, or otherwise institute in any manner to institute, prosecute or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess against any of the Releasees arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date of this Agreement Release, including, without limitation,: (a) a. any and all claims relating to or arising from Executive’s employment relationship with the Company and as of the termination Effective Date of that relationshipthis Release; (b) b. any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) c. any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) d. any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Labor Standards Act, except as prohibited by law; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, Older Workers Benefit Protection Act; the Fair Labor Standards Act, the Employee Executive Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act; the Family and Medical Leave Act, except as prohibited by law; the Sxxxxxxx-Xxxxx Act of 2002; the California Family Rights Act; the California Labor Code, except as prohibited by law; the California Workers’ Compensation Act, except as prohibited by law; and the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) e. any and all claims for violation of the federal, federal or any state, state constitution; (f) f. any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; g. any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Executive as a result of the Agreement or any other agreement or arrangement entered into between the Executive and Company relating to Executive’s services provided to the Company; and (g) h. any and all claims for attorneys’ fees and costs. . i. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under this Release. This release does not release claims that cannot be released as a matter of law, including, but not limited to: (1) Executive’s right to benefits under the Management Retention Agreement. Nothing ; (2) Executive’s right to file a charge with, or participate in this Agreement waives a charge by, the Equal Employment Opportunity Commission or comparable state agency against the Company (with the understanding that any such filing or participation does not give Executive the right to recover any monetary damages against the Company; Executive’s release of claims herein bars Executive from recovering such monetary relief from the Company); (3) claims under Division 3, Article 2 of the California Labor Code (which includes California Labor Code section 2802 regarding indemnity for necessary expenditures or losses by Executive); (4) claims prohibited from release as set forth in California Labor Code section 206.5 (specifically “any claim or right on account of wages due, or to become due, or made as an advance on wages to be earned, unless payment of such wages has been made”); (5) Executive’s rights to indemnification bonus or any payments incentive compensation for fiscal 2007; (6) Executive’s rights to coverage under any fiduciary insurance policy, if any, provided policy purchased or obtained by any act or agreement on behalf of the Company in which Executive is insured or in connection with the Company’s Change in Control (as defined in the Agreement) or to indemnification under any contract, state or federal by-law or policy other arrangement that would cover Executive but for this Release; and (7) Executive’s rights under any retention restricted stock unit granted to Executive at the request of insuranceSAP AG.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee, on behalf of Executivehimself, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s Employee's employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s Employee's right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seqET SEQ. and section 970, et seqET SEQ. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ ' fees and costs. Executive Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights or severance payments and benefits due to indemnification or Employee pursuant to the Amended and Restated Change in Control Agreement entered into by and between the Company and PictureTel, and assumed by Polycom. Employee acknowledges and agrees that any payments under any fiduciary insurance policy, if any, provided by any act or agreement breach of this paragraph shall constitute a material breach of the CompanyAgreement and in the case of a breach by Employee, state shall entitle the Company immediately to recover the monetary consideration discussed in paragraph 2 above. Employee shall also be responsible to the Company for all costs, attorneys' fees and any and all damages incurred by the Company (a) enforcing the obligation, including the bringing of any suit to recover the monetary consideration, and (b) defending against a claim or federal law suit brought or policy pursued by Employee in violation of insurancethis provision.

Release of Claims. Executive The Employee agrees that the foregoing consideration represents settlement in full of all currently outstanding obligations owed to Executive the Employee by the Company. ExecutiveThe Employee, on the Employee’s own behalf of Executive, and Executivethe Employee’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive the Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date (as defined below) of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executivethe Employee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executivethe Employee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, law and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; , termination in violation of public policy; , discrimination; , breach of contract, contract (both express and implied; ), breach of a covenant of good faith and fair dealing, dealing (both express and implied; ), promissory estoppel; , negligent or intentional infliction of emotional distress; , negligent or intentional misrepresentation; , negligent or intentional interference with contract or prospective economic advantage; , unfair business practices; , defamation; , libel; , slander; , negligence; , personal injury; , assault; , battery; , invasion of privacy; , false imprisonment; imprisonment and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section Section 201, et seq. and section Section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, federal or any state, state constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive The Employee agrees that the release set forth in this section Section 3 shall be and remain in effect in all respects as a complete general release as to the matters released. This Notwithstanding the foregoing, this release does not extend to any severance obligations due Executive now or subsequently incurred under this Agreement, the Management Retention Severance Agreement. Nothing in this , the Indemnification Agreement waives Executive’s rights to indemnification between the Employee and the Company (or its successor or acquirer), the outstanding share award agreements between the Employee and the Company (or its successor or acquirer), or any payments employee benefit plan of which the Employee is a participant and under any fiduciary insurance policy, if any, provided by any act which all benefits due under such plan have not yet been paid or agreement of the Company, state or federal law or policy of insuranceprovided.

Release of Claims. The Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to the Executive by the Company. The Executive, on his own behalf of Executive, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date (as defined below) of this Agreement including, without limitation,: (a) any and all claims relating to or arising from the Executive’s 's employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, the Executive’s 's right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, law and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; , termination in violation of public policy; , discrimination; , breach of contract, contract (both express and implied; ), breach of a covenant of good faith and fair dealing, dealing (both express and implied; ), promissory estoppel; , negligent or intentional infliction of emotional distress; , negligent or intentional misrepresentation; , negligent or intentional interference with contract or prospective economic advantage; , unfair business practices; , defamation; , libel; , slander; , negligence; , personal injury; , assault; , battery; , invasion of privacy; , false imprisonment; imprisonment and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section Section 201, et seq. and section Section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, federal or any state, state constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ ' fees and costs. The Executive agrees that the release set forth in this section Section 4 shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. Executive, on behalf of Executive, and Executive’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present current and future former officers, agents, directors, employees, agents, investors, attorneys, shareholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries, parents, and predecessor and successor corporationscorporations and assigns (collectively, the “Releasees”). Employee, on his/her own behalf and on behalf of his/her respective heirs, family members, executors, agents, and assigns, hereby and forever releases the Releasees from, and agrees not to xxx concerning, or otherwise institute in any manner to institute, prosecute, or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, demand, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess against any of the Releasees arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date of this Agreement Agreement, including, without limitation,: (a) a. any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) b. any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) c. any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) d. any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Labor Standards Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, the Fair Labor Standards Older Workers Benefit Protection Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the Family and Medical Leave Act; the Xxxxxxxx-Xxxxx Act of 2002; the Immigration Control and Reform Act; the California Family Rights Act; the California Labor Code; the California Workers’ Compensation Act; and the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) e. any and all claims for violation of the federal, federal or any state, state constitution; (f) f. any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; g. any claim for any loss, cost, damage, or expense arising out of any dispute over the nonwithholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (g) h. any and all claims for attorneys’ fees and costs. Executive Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing This release does not release claims that cannot be released as a matter of law, including, but not limited to, Employee’s right to file a charge with or participate in this Agreement waives Executive’s rights to indemnification a charge by the Equal Employment Opportunity Commission, or any payments under other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that any fiduciary insurance policy, if any, provided by such filing or participation does not give Employee the right to recover any act or agreement of monetary damages against the Company; Employee’s release of claims herein bars Employee from recovering such monetary relief from the Company). Notwithstanding the foregoing, state Employee acknowledges that any and all disputed wage claims that are released herein shall be subject to binding arbitration in accordance with Paragraph 15, except as required by applicable law. Employee represents that he/she has made no assignment or federal law transfer of any right, claim, complaint, charge, duty, obligation, demand, cause of action, or policy of insuranceother matter waived or released by this Section.

Release of Claims. Executive agrees that the foregoing consideration to be paid in accordance with the terms and conditions of the Termination Agreement represents settlement in full of all outstanding obligations owed to Executive by the CompanyCompany and its current and former officers, directors, Executives, agents, investors, attorneys, stockholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries, and predecessor and successor corporations and assigns (collectively, the “Releasees”). Executive, on Executive’s own behalf and on behalf of Executive, and Executive’s respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, Releasees from, and agrees not to xxx concerning, or otherwise institute in any manner to institute, prosecute, or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, demand, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess against any of the Releasees arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date of this Agreement Agreement, including, without limitation,limitation the following: (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Labor Standards Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, the Fair Labor Standards Older Workers Benefit Protection Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the Family and Medical Leave Act; the Xxxxxxxx-Xxxxx Act of 2002; the Utah Antidiscrimination Act; the California Family Rights Act; the California Equal Pay Law; the California Xxxxx Civil Rights Act; the California Workers’ Compensation Act; the California Labor Code; and the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as ; the regulations issued under each such Utah Antidiscrimination Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the nonwithholding or other tax treatment of any of the proceeds received by Executive as a result of this Agreement; and (gh) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section Section 3 (the “Release”) shall be and remain in effect in all respects as a complete general release as to the matters released. This release The Release does not extend to any severance obligations due Executive under the Management Retention Termination Agreement. The Release does not release claims that cannot be released as a matter of law, including, but not limited to, Executive’s right to file a charge with or participate in a charge by the Equal Employment Opportunity Commission, or any other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that any such filing or participation does not give Executive the right to recover any monetary damages against the Company; Executive’s release of claims herein bars Executive from recovering such monetary relief from the Company). Executive represents that Executive has made no assignment or transfer of any right, claim, complaint, charge, duty, obligation, demand, cause of action, or other matter waived or released by this Section 3. Nothing in this Agreement waives Executive’s (i) rights under that certain Indemnification Agreement between the Company and Executive, effective as of [DATE] (the “Indemnification Agreement”), or (ii) rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. Executive, on behalf of Executive, and Executive’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present current and future former officers, agents, directors, employees, agents, investors, attorneys, shareholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries, parents, and predecessor and successor corporationscorporations and assigns (collectively, the “Releasees”). Employee, on his/her own behalf and on behalf of his/her respective heirs, family members, executors, agents, and assigns, hereby and forever releases the Releasees from, and agrees not to xxx concerning, or otherwise institute in any manner to institute, prosecute, or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, demand, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess against any of the Releasees arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date of this Agreement Agreement, including, without limitation,: (a) a. any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) b. any and all claims relating to, to or arising from, Executivefrom Employee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) c. any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) d. any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Labor Standards Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, the Fair Labor Standards Older Workers Benefit Protection Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the Family and Medical Leave Act; the Xxxxxxxx-Xxxxx Act of 2002; the Immigration Control and Reform Act; the California Family Rights Act; the California Labor Code; the California Workers’ Compensation Act; and the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) e. any and all claims for violation of the federal, federal or any state, state constitution; (f) f. any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; g. any claim for any loss, cost, damage, or expense arising out of any dispute over the nonwithholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (g) h. any and all claims for attorneys’ fees and costs. Executive Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in , nor shall this Agreement waives Executiverelease affect Employee’s rights to indemnification any vested retirement benefits under any Section 401(k) plan or for other vested benefits under employee benefit plans (other than equity incentive plans, plans linked to equity securities or other similar benefits, plan or programs). This release does not release claims that cannot be released as a matter of law, including, but not limited to, Employee’s right to file a charge with or participate in a charge by the Equal Employment Opportunity Commission, or any payments under other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that any fiduciary insurance policy, if any, provided by such filing or participation does not give Employee the right to recover any act or agreement of monetary damages against the Company; Employee’s release of claims herein bars Employee from recovering such monetary relief from the Company). Notwithstanding the foregoing, state Employee acknowledges that any and all disputed wage claims that are released herein shall be subject to binding arbitration in accordance with this Agreement, except as required by applicable law. Employee represents that he/she has made no assignment or federal law transfer of any right, claim, complaint, charge, duty, obligation, demand, cause of action, or policy of insuranceother matter waived or released by this Section.

Release of Claims. Executive agrees that the foregoing consideration to be paid in accordance with the terms and conditions of the Change of Control Agreement represents settlement in full of all outstanding obligations owed to Executive by the CompanyCompany and its current and former officers, directors, employees, agents, investors, attorneys, stockholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries, and predecessor and successor corporations and assigns (collectively, the “Releasees”). Executive, on Executive’s own behalf and on behalf of Executive, and Executive’s respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, Releasees from, and agrees not to xxx concerning, or otherwise institute in any manner to institute, prosecute, or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, demand, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess against any of the Releasees arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date of this Agreement Agreement, including, without limitation,limitation the following: (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Labor Standards Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, the Fair Labor Standards Older Workers Benefit Protection Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the Family and Medical Leave Act; the Xxxxxxxx-Xxxxx Act of 2002; the California Family Rights Act; the California Labor Code; the California Workers’ Compensation Act; and the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act;Act;1 (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Executive as a result of this Agreement; and (gh) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall Section 3 (the “Release”) will be and remain in effect in all respects as a complete general release as to the matters released. This release The Release does not extend to any severance obligations due Executive under the Management Retention Change of Control Agreement. The Release does not release claims that cannot be released as a matter of law, including, but not limited to, Executive’s right to file a charge with or participate in a charge by the Equal Employment Opportunity Commission, or any other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that any such filing or participation does not give Executive the right to recover any monetary damages against the Company; Executive’s release of claims herein bars Executive from recovering such monetary relief from the Company). Executive represents that Executive has made no assignment or transfer of any right, claim, complaint, charge, duty, obligation, demand, cause of action, or other matter waived or released by this Section 3. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Except as set forth in the last paragraph of this Section 4, Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executivehimself, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, and The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (gn) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive agrees that the foregoing consideration to be paid in accordance with the terms and conditions of the Severance Agreement represents settlement in full of all outstanding obligations owed to Executive by the CompanyCompany and its current and former officers, directors, employees, agents, investors, attorneys, stockholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries, and predecessor and successor corporations and assigns (collectively, the “Releasees”). Executive, on Executive’s own behalf and on behalf of Executive, and Executive’s respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, Releasees from, and agrees not to xxx concerning, or otherwise institute in any manner to institute, prosecute, or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, demand, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess against any of the Releasees arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date of this Agreement Agreement, including, without limitation,limitation the following: (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Labor Standards Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, the Fair Labor Standards Older Workers Benefit Protection Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the Family and Medical Leave Act; the Xxxxxxxx-Xxxxx Act of 2002; [the California Family Rights Act]; [the California Labor Code]; [the California Workers’ Compensation Act]; and [the California Fair Employment and Housing ActAct];1 1 References to California statutes will only be included in this Agreement if Executive resides in California at the time Executive’s employment relationship is terminated. Otherwise, and Labor Code section 201, et seq. and section 970, et seq. and all amendments statutes specific to each such Act as well as the regulations issued under each such Act;state in which Executive resides at the time of termination will be substituted. (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Executive as a result of this Agreement; and (gh) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall Section 3 (the “Release”) will be and remain in effect in all respects as a complete general release as to the matters released. This release The Release does not extend to any severance obligations due Executive under the Management Retention Severance Agreement. The Release does not release claims that cannot be released as a matter of law, including, but not limited to, Executive’s right to file a charge with or participate in a charge by the Equal Employment Opportunity Commission, or any other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that any such filing or participation does not give Executive the right to recover any monetary damages against the Company; Executive’s release of claims herein bars Executive from recovering such monetary relief from the Company). Executive represents that Executive has made no assignment or transfer of any right, claim, complaint, charge, duty, obligation, demand, cause of action, or other matter waived or released by this Section 3. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive agrees that In consideration for the foregoing consideration represents settlement payments and other promises and undertakings contained in full of all outstanding obligations owed this Agreement to Executive by which you would not otherwise be entitled, and except as otherwise set forth in this Agreement, you release, acquit and forever discharge the Company. Executive, on behalf of Executiveits parents and subsidiaries, and Executive’s its and their respective heirsofficers, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officersdirectors, agents, directorsservants, employees, investorsattorneys, shareholders, administratorssuccessors, assigns and affiliates, divisionsof and from any and all claims, subsidiariesliabilities, parentsdemands, predecessor charges, causes of action, costs, expenses, attorneys fees, damages, indemnities and successor corporationsobligations of every kind and nature, and assignsin law, fromequity, and agrees not to xxx or otherwise institute otherwise, which you assert or cause to be instituted could assert against the Company at common law or under any legal statute, rule, regulation, order or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kindlaw, whether presently federal, state or local, on any ground whatsoever, known or and unknown, suspected or and unsuspected, that Executive may possess disclosed and undisclosed, arising from out of or in any omissionsway related to agreements, events, acts or facts that have occurred up until conduct at any time prior to and including the Effective Date date you sign this Agreement, including but not limited to: all such claims and demands directly or indirectly arising out of this Agreement including, without limitation, (a) or in any and all claims relating to or arising from Executive’s way connected with your employment relationship with the Company and or the termination of that relationship; (b) employment; claims or demands related to salary, bonuses, commissions, stock, stock options, or any other ownership interests in the Company, vacation or other time off pay, fringe benefits, expense reimbursements, severance pay, or any other form of compensation; any and all claims relating tocauses of action, or arising from, Executive’s right including but not limited to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims actions for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and or implied; , breach of a the covenant of good faith and fair dealing, both express or implied, wrongful termination in violation of public policy, all other claims for wrongful termination and implied; promissory estoppel; constructive discharge, and all other tort claims, including, but not limited to, intentional or negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; , invasion of privacy; , negligence, negligent investigation, negligent hiring, supervision or retention, assault and battery, false imprisonment; , defamation, intentional or negligent misrepresentation, fraud, and conversion; (d) any and all claims for violation of arising under any federal, state or municipal local law or statute, including, but not limited to, the California Fair Employment and Housing Act; Business and Professions Code 17200; Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991; the Fair Labor Standards Act; the Employee Retirement and Income Security Act; the Americans with Disabilities Act, 42 U.S.C. § 1981; the Age Discrimination in Employment Act of 1967, as amended (“ADEA”); the Americans with Disabilities Act of 1990, the Fair Labor Standards Family and Medical Leave Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, ; the California Fair Employment Family Rights Act; the California Labor Code; the California Civil Code; the California Constitution; and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or termination, employment discrimination; and (g) , harassment or retaliation, claims for wages, hours, benefits, compensation, and any and all claims for attorneys’ fees and costs, inasmuch as is permissible by law and by the respective governmental enforcement agencies for the above-listed laws. Executive agrees You further agree that you have been paid all undisputed wages due or earned, and as to any further alleged unpaid wages due, you agree that there is a bona fide and good-faith dispute as to whether such wages are due and based on this dispute and the consideration provided under the agreement, you release set forth in this section shall be and remain in effect in all respects waive any such claims. This Agreement does not waive rights or claims under federal or state law that you cannot, as a complete general release matter of law, waive by private agreement, such as to the matters releaseda right of indemnification under Labor Code Section 2802. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing Additionally, nothing in this Agreement waives Executive’s rights precludes you from filing a charge or complaint with or participating in any investigation or proceeding before the Equal Employment Opportunity Commission. However, while you may file a charge and participate in any proceeding conducted by the Equal Opportunity Commission, by signing this Agreement, you waive your right to indemnification bring a lawsuit against the Company and waive your right to any individual monetary recovery in any action or any payments under any fiduciary insurance policy, if any, provided lawsuit initiated by any act or agreement of the Company, state or federal law or policy of insuranceEqual Employment Opportunity Commission.

Release of Claims. Except as set forth in the last paragraph of this Section 4, Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executivehimself, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, and The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive agrees that the foregoing consideration to be paid in accordance with the terms of the Severance Agreement represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executivehimself, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Family Rights Act; the California Labor Code, the California Workers’ Compensation Act, the California Fair Employment and Housing Act, Massachusetts Law Prohibiting Unlawful Discrimination, as amended, Mass. Gen. Laws ch. 151B, § 1 et seq., Massachusetts Discriminatory Wage Rates Penalized Law (Massachusetts Equal Pay Law), as amended, Mass. Gen. Laws ch. 149, § 105A et seq., Massachusetts Right to be Free from Sexual Harassment Law, Mass. Gen. Laws xx. 000, § 0X, Xxxxxxxxxxxxx Discrimination Against Certain Persons on Account of Age Law, Mass. Gen. Laws ch. 149, § 24A et seq., Massachusetts Equal Rights Law, Mass. Gen. Laws ch. 93, § 102 et seq., Massachusetts Violation of Constitutional Rights Law, Mass. Gen. Laws xx. 00, § 00X, Xxxxxxxxxxxxx Family and Labor Code section 201Medical Leave Law, Mass. Gen. Laws ch. 149, § 52D; and the Massachusetts Wage Act, Mass. Gen. Laws ch. 149, § 148, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act.; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention AgreementSeverance Agreement and does not release claims that cannot be released as a matter of law. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. (a) In exchange for the Separation Benefits, and in consideration of the further agreements and promises set forth herein, Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executive, and Executive’s respective heirs, family members, executors and assigns, hereby fully unconditionally and forever releases to release and discharge the Company Employer Parties, including, without limitation, any of the Employer Parties respective current and its past, present and future former officers, agents, directors, members, managers, employees, investorsrepresentatives, shareholdersattorneys and agents, administratorsas well as all of their predecessors, parents, subsidiaries, affiliates, divisionssuccessors in interest and assigns (collectively, subsidiariesthe “Releasees”) from any and all claims, parentsactions, predecessor and successor corporationscauses of action, and assignsdemands, fromrights, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters damages of any kindkind or nature which Executive may now have, or ever have, whether presently known or unknown, suspected including any claims, causes of action or unsuspecteddemands of any nature arising out of or in any way relating to Executive’s employment with, that or termination from employment with any Employer Parties on or before the date Executive may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of signs this Agreement including, without limitation,Agreement. (ab) This release specifically includes any and all claims relating to or arising from Executive’s employment relationship with any Employer Parties, the Company terms and conditions of that employment, and the termination of that employment relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) : any and all claims for wrongful discharge of employment; termination in violation of public policy; discriminationfraud; breach of contract, both express and implied; breach of a implied covenant of good faith and fair dealing, both express and implied; promissory estoppelinducement of breach; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract contract; wrongful or prospective economic advantageunlawful discharge or demotion; unfair business practicesviolation of public policy; defamation; libel; slander; negligence; personal injury; assault; assault and battery; invasion of privacy; false imprisonmentintentional or negligent infliction of emotional distress; and conversion; (d) any and all claims for violation intentional or negligent misrepresentation; conspiracy; failure to pay wages, benefits, vacation pay, severance pay, attorneys’ fees, or other compensation of any sort; wrongful termination; retaliation; wrongful demotion; discrimination or harassment on any basis protected by federal, state or municipal statute, local law including, but not limited toto race, color, sex, gender identity, national origin, ancestry, religion, disability, handicap, medical condition, marital status, and sexual orientation; any claim under Title VII of the Civil Rights Act of 1964, the Civil Rights Act Acts of 1866, 1870 and 1991, the Age Discrimination in Employment Act of 1967Family and Medical Leave Act, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Genetic Information Nondiscrimination Act, Section 1981 of Title 42 of the United States Code, the Rehabilitation Act of 19741973, The the Equal Pay Act, the Worker Adjustment and Retraining Notification Act, the California Fair Uniform Services Employment and Housing Reemployment Rights Act, and the Texas Payday Act, Chapter 21 of the Texas Labor Code section 201Code, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any other federal, state, or local statutes, ordinances and all claims for laws; violation of any safety and health laws, statutes or regulations; or any other wrongful conduct, based upon events occurring prior to the federaldate of execution of this release (“Released Claims”). The Released Claims, however, shall not include any claims, rights or benefits arising under this Agreement, for vested benefits under the applicable employee benefit plans maintained by the REITs in accordance with the terms and conditions of such plans, or any stateclaims for indemnification (including advancement of expenses) arising under any written indemnification agreement between the REITs and Executive (including, constitution;but not limited to, (i) that certain Indemnification Agreement, dated as of March 15, 2015, between NXRT and Executive (the “NXRT Indemnification Agreement”), (ii) that certain Indemnification Agreement, dated as of February 6, 2020, between NREF and Executive (the “NREF Indemnification Agreement”) and (iii) that certain Indemnification Agreement, dated as of July 1, 2023, between NXDT and Executive (the “NXDT Indemnification Agreement” and, together with the NXRT Indemnification Agreement and the NREF Indemnification Agreement, the “Indemnification Agreements”)) or pursuant to the bylaws of the REITs, as applicable, or pursuant to applicable law. (fc) any Executive further understands, acknowledges, and all claims arising out of agrees to waive Executive’s rights under any other laws and regulations relating to employment statute or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees regulation, state or federal, that the release set forth in this section shall be and remain in effect in all respects as provides that a complete general release as to the matters released. This release does not extend to claims that Executive does not know or suspect to exist in Executive’s favor at the time of executing this Agreement and Release, which if known to Executive must have materially affected Executive’s settlement with the Employer Parties. (d) The Employer Parties, on behalf of themselves and the Releasees, agree to unconditionally and forever release and discharge Executive from any severance obligations due and all claims, actions, causes of action, demands, right or damages of any kind or nature which they may now have, or ever had, whether known or unknown, arising out of or in any way related to Executive’s employment with or termination from employment on or before the date Executive under signs this Agreement. (e) The parties intend this mutual release to be a full and comprehensive general release waiving and releasing all claims, demands, and causes of action, known or unknown, to the Management Retention Agreementfullest extent permitted by law except as otherwise expressly provided herein. Nothing in this Agreement waives is intended to nor shall it be interpreted to release any claim which, by law, may not be released. This Agreement is not intended to and does not affect any rights or claims arising after the date this Agreement is executed by Executive. Further, this Agreement shall not limit or prohibit any party’s ability to bring a claim to enforce this Agreement nor shall it waive or limit Executive’s rights right to indemnification or (including with respect to any payments under right to receive advancement of expenses and to be held harmless) pursuant to any fiduciary applicable directors and officers liability insurance policycoverage, if any, provided by any act or written indemnification agreement between any of the CompanyEmployer Parties and Executive (including, state but not limited to, the Indemnification Agreements) or federal law pursuant to the bylaws of the REITs, as applicable, or policy of insurancepursuant to applicable law.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee, on his/her own behalf, and on behalf of Executive, and Executive’s his/her respective heirs, family members, executors executors, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees agree not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executive’s Employee's employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s Employee's right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, Older Workers Benefit Protection Act; the California Fair Employment and Housing Act, and California Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act.; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (gh) any and all claims for attorneys’ ' fees and costs. Executive agrees The Company and Employee agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the CompanyCompany and its officers, managers, supervisors, agents and employees. ExecutiveEmployee, on his own behalf, and on behalf of Executive, and Executive’s his respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, agents, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees agree not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning sxx concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, Older Workers Benefit Protection Act; the California Massachusetts Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Practice Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (gh) any and all claims for attorneys’ fees and costs. Executive agrees The Company and Employee agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in Employee acknowledges and agrees that any breach of any provision of this Agreement waives Executive’s rights shall constitute a material breach of this Agreement and shall entitle the Company immediately to indemnification or any payments recover and cease the severance benefits provided to Employee under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurancethis Agreement.

Release of Claims. Executive agrees that In consideration for the foregoing consideration represents settlement in full of all outstanding obligations owed payments and other benefits provided to Executive by the Company. Executivethis Agreement, on behalf including those described above in Section 5, certain of Executivewhich Executive is not otherwise entitled, and Executive’s respective the sufficiency of which Executive acknowledges, Executive further agrees, as follows: a. For himself and for all people acting on his behalf (such as, but not limited to, his family, heirs, family membersexecutors, executors administrators, personal representatives, agents and/or legal representatives), Executive agrees to waive any and assignsall claims or grievances which he may have against Comerica and Comerica’s past or present stockholders, hereby fully and forever releases the Company and its pastdirectors, present and future officers, trustees, agents, directorsrepresentatives, attorneys, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporationsin their individual or representative capacities, and assignsany and all employee benefit plans and their respective past, fromcurrent and future trustees and administrators (hereafter, collectively, the “Released Parties”). By his signature hereto, Executive, for himself and for all people acting on his behalf, forever and fully releases and discharges any and all of the Released Parties from any and all claims, causes of action, charges, contracts, grievances, and agrees demands, including but not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating limited to any matters of any kind, whether presently known or unknown, suspected or unsuspectedclaims for attorney fees, that Executive ever had, now has, or may possess have by reason of or arising from in whole or in part out of any omissionsevent, acts act or facts that have occurred up until and including omission occurring on or prior to the Effective Date of this Agreement includingAgreement. This release includes, without limitation, (a) but is not limited to, any and all claims relating of any nature that relate to or arising from Executive’s employment relationship with the Company and the by or termination of that relationship; (b) any and all employment with Comerica. This release includes, but is not limited to: claims relating toof promissory estoppel, forced resignation, constructive discharge, libel, slander, deprivation of due process, wrongful or arising fromretaliatory discharge, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; , breach of contract, both express and implied; breach of a covenant of good faith and fair dealingimplied contract, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; , detrimental reliance, invasion of privacy; , negligence, malicious prosecution, false imprisonment; , fraud, assault and conversion; (d) battery, interference with contractual or other relationships, or any other claim under common law. This release also specifically includes, but is not limited to: any and all claims for violation of under any federal, state state, and/or local law, regulation, or municipal statuteorder prohibiting discrimination, includingincluding the Age Discrimination in Employment Act, but not limited tothe Americans With Disabilities Act, Title VII of the Civil Rights Act of 1964, the Exxxxxx-Xxxxxx Civil Rights Act of 1991Act, or the Michigan Person’s With Disabilities Civil Rights Act, together with any and all claims under the Fair Credit Reporting Act, the Age Discrimination in Uniform Services Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards and Reemployment Rights Act, the Employee Retirement Security Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Family Medical Leave Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any other federal, state, constitution; (f) any and or local law, regulation, or order relating to employment, as they all have been or may be amended. It is Executive’s intent, by executing this Agreement, to release all claims arising out as specified above to the maximum extent permitted by law, whether said claims are presently known or unknown. b. To the maximum extent permitted by law, Executive agrees that he has not filed, nor will he ever file, a lawsuit asserting any claims which are released by this Agreement, or to accept any benefit from any lawsuit which might be filed by another person or government entity based in whole or in part on any event, act, or omission which is the subject of Executive’s release. c. Executive understands and agrees that, other than the payments and benefits expressly enumerated in this Agreement, he is not entitled to receive any other laws compensation, wage, vacation, leave, benefit or other payment from Comerica, other than any vested benefits to which he may be entitled under the Comerica Incorporated Retirement Plan, the Comerica Incorporated Preferred Savings [401(k)] Plan, the 1997 Comerica Incorporated Deferred Compensation Plan, the 1999 Comerica Incorporated Amended and regulations relating to employment or employment discrimination; and (g) Restated Deferred Compensation Plan, the 1999 Comerica Incorporated Amended and Restated Common Stock Deferred Incentive Plan, the Comerica Incorporated Amended and Restated Employee Stock Purchase Plan, and the Benefit Equalization Plan for Employees of Comerica Incorporated, in each case in accordance with the terms of such plans and any and all claims for attorneys’ fees and costsvalid elections thereunder. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does he is not extend entitled to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments benefits under any fiduciary insurance policy, if any, provided by other program or plan of Comerica. d. The provisions of this Section 6 do not apply to any act or agreement of the Company, state or federal law or policy of insuranceclaim Executive may have for representation and indemnification pursuant to Section 5(i) above.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveTo the fullest extent permitted by applicable law, Employee, on his own behalf and on behalf of Executive, and Executive’s his respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present current and future former: officers, agents, directors, employees, agents, investors, attorneys, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, corpora­tions and assigns, assigns (the “Releasees”) from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning sxx concerning, any claim, duty, obligation or cause of action relating to any matters of any kindkind arising out of or relating to his employment by the Company (except as provided in Section 7 of the Change in Control Agreement), or his service as an officer of the Company and/or a director of the Company, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement Release including, without limitation,: (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and Company, or the termination of that relationshipemployment; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of of, shares of stock of the CompanyCompany stock, including, without limitationbut not limited to, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction, including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, ; the Fair Labor Standards Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the California Older Workers Benefit Protection Act; the Family and Medical Leave Act; the Fair Credit Reporting Act; the North Carolina Equal Employment Practices Act; and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such ActNorth Carolina law; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Release; and (gh) any and all claims for attorneys’ attorney fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. (a) In exchange for the Separation Benefits, and in consideration of the further agreements and promises set forth herein, Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executive, and Executive’s respective heirs, family members, executors and assigns, hereby fully unconditionally and forever releases to release and discharge the Company Employer Parties, including, without limitation, any of the Employer Parties respective current and its past, present and future former officers, agents, directors, members, managers, employees, investorsrepresentatives, shareholdersattorneys and agents, administratorsas well as all of their predecessors, parents, subsidiaries, affiliates, divisionssuccessors in interest and assigns (collectively, subsidiariesthe “Releasees”) from any and all claims, parentsactions, predecessor and successor corporationscauses of action, and assignsdemands, fromrights, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters damages of any kindkind or nature which Executive may now have, or ever have, whether presently known or unknown, suspected including any claims, causes of action or unsuspecteddemands of any nature arising out of or in any way relating to Executive’s employment with, that or termination from employment with any Employer Parties on or before the date Executive may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of signs this Agreement including, without limitation,Agreement. (ab) This release specifically includes any and all claims relating to or arising from Executive’s employment relationship with any Employer Parties, the Company terms and conditions of that employment, and the termination of that employment relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) : any and all claims for wrongful discharge of employment; termination in violation of public policy; discriminationfraud; breach of contract, both express and implied; breach of a implied covenant of good faith and fair dealing, both express and implied; promissory estoppelinducement of breach; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract contract; wrongful or prospective economic advantageunlawful discharge or demotion; unfair business practicesviolation of public policy; defamation; libel; slander; negligence; personal injury; assault; assault and battery; invasion of privacy; false imprisonmentintentional or negligent infliction of emotional distress; and conversion; (d) any and all claims for violation intentional or negligent misrepresentation; conspiracy; failure to pay wages, benefits, vacation pay, severance pay, attorneys’ fees, or other compensation of any sort; wrongful termination; retaliation; wrongful demotion; discrimination or harassment on any basis protected by federal, state or municipal statute, local law including, but not limited toto race, color, sex, gender identity, national origin, ancestry, religion, disability, handicap, medical condition, marital status, and sexual orientation; any claim under Title VII of the Civil Rights Act of 1964, the Civil Rights Act Acts of 1866, 1870 and 1991, the Age Discrimination in Employment Act of 1967Family and Medical Leave Act, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Genetic Information Nondiscrimination Act, Section 1981 of Title 42 of the United States Code, the Rehabilitation Act of 19741973, The the Equal Pay Act, the Worker Adjustment and Retraining Notification Act, the California Fair Uniform Services Employment and Housing Reemployment Rights Act, and the Texas Payday Act, Chapter 21 of the Texas Labor Code section 201Code, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any other federal, state, or local statutes, ordinances and all claims for laws; violation of any safety and health laws, statutes or regulations; or any other wrongful conduct, based upon events occurring prior to the federaldate of execution of this release (“Released Claims”). The Released Claims, however, shall not include any claims, rights or benefits arising under this Agreement, for vested benefits under the applicable employee benefit plans maintained by the REITs in accordance with the terms and conditions of such plans, or any stateclaims for indemnification (including advancement of expenses) arising under any written indemnification agreement between the REITs and Executive (including, constitution;but not limited to, (i) that certain Indemnification Agreement, dated as of March 18, 2015, between NXRT and Executive (the “NXRT Indemnification Agreement”), (ii) that certain Indemnification Agreement, dated as of February 6, 2020, between NREF and Executive (the “NREF Indemnification Agreement”), (iii) that certain Indemnification Agreement, dated as of July 1, 2022, between NXDT and Executive (the “NXDT Indemnification Agreement”), (iv) that certain Indemnification Agreement, dated as of November 1, 2018, between VB and Executive (the “VB Indemnification Agreement”), (v) that certain Indemnification Agreement, dated June 8, 2022, between NXHT and Executive (the “NXHT Indemnification Agreement”) and (vi) that certain Indemnification Agreement, dated March 27, 2019, between NHT and Executive (the “NHT Indemnification Agreement”) and, together with the NXRT Indemnification Agreement, the NREF Indemnification Agreement, the NXDT Indemnification Agreement, the VB Indemnification Agreement, the NXHT Indemnification Agreement, and the NSP Indemnification Agreement (the “Indemnification Agreements”)) or pursuant to the bylaws of the REITs, as applicable, or pursuant to applicable law. (fc) any Executive further understands, acknowledges, and all claims arising out of agrees to waive Executive’s rights under any other laws and regulations relating to employment statute or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees regulation, state or federal, that the release set forth in this section shall be and remain in effect in all respects as provides that a complete general release as to the matters released. This release does not extend to claims that Executive does not know or suspect to exist in Executive’s favor at the time of executing this Agreement and Release, which if known to Executive must have materially affected Executive’s settlement with the Employer Parties. (d) The Employer Parties, on behalf of themselves and the Releasees, agree to unconditionally and forever release and discharge Executive from any severance obligations due and all claims, actions, causes of action, demands, right or damages of any kind or nature (other than those relating to Executive’s service as a director or trustee of the Adviser or REITs) which they may now have, or ever had, whether known or unknown, arising out of or in any way related to Executive’s employment with or termination from employment on or before the date Executive under signs this Agreement. (e) The parties intend this mutual release to be a full and comprehensive general release waiving and releasing all claims, demands, and causes of action, known or unknown, to the Management Retention Agreementfullest extent permitted by law except as otherwise expressly provided herein. Nothing in this Agreement waives is intended to nor shall it be interpreted to release any claim which, by law, may not be released. This Agreement is not intended to and does not affect any rights or claims arising after the date this Agreement is executed by Executive. Further, this Agreement shall not limit or prohibit any party’s ability to bring a claim to enforce this Agreement nor shall it waive or limit Executive’s rights right to indemnification or (including with respect to any payments under right to receive advancement of expenses and to be held harmless) pursuant to any fiduciary applicable directors and officers liability insurance policycoverage, if any, provided by any act or written indemnification agreement between any of the CompanyEmployer Parties and Executive (including, state but not limited to, the Indemnification Agreements) or federal law pursuant to the bylaws of the REITs, as applicable, or policy of insurancepursuant to applicable law.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee, on his behalf of Executiveand his executors, and Executive’s respective heirs, family members, executors members and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement includingTermination Date, without limitation, (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, Older Workers Benefit Protection Act; the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act.; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees The Company and Employee agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under this Separation Agreement or to any rights Employee has to indemnification under the Management Retention Agreement. Nothing in this Company’s charter documents, applicable law or pursuant to the Indemnification Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of between himself and the Company, state or federal law or policy of insurance.

Release of Claims. Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executivehimself, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, includingincluding any economic benefit or loss of expected benefit thereunder, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Separation Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the CompanyCompany and its officers, managers, supervisors, agents and employees. ExecutiveEmployee, on his own behalf, and on behalf of Executive, and Executive’s his respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present current and future former officers, agents, directors, employees, agents, investors, shareholders, attorneys, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assignsassigns (“the Releasees”), from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction including, but not limited to, wrongful discharge of employment; , constructive discharge from employment, termination in violation of public policy; , discrimination; , harassment, retaliation, fraud, fraudulent inducement, breach of contract, both express and implied; , breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; , negligent or intentional infliction of emotional distress; , negligent or intentional misrepresentation; , negligent or intentional interference with contract or prospective economic advantage; , unfair business practices; , defamation; , libel; , slander; , negligence; , personal injury; , assault; , battery; , invasion of privacy; , false imprisonment; , conversion, workers’ compensation and conversiondisability benefits; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Family and Medical Leave Act, the California Family Rights Act, the Employee Retirement Income Security Act of 1974, the Older Workers Benefit Protection Act, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and the California Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such ActCode; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (gh) any and all claims for attorneys’ fees and costs. Executive agrees The Company and Employee agree that the release set forth in this section shall will be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the CompanyCompany and its officers, managers, supervisors, agents and employees. ExecutiveEmployee, on his/her own behalf, and on behalf of Executive, and Executive’s his/her respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, agents, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assignsassigns (“the Releasees”), from, and agrees agree not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the Older Workers Benefit Protection Act; the Family and Medical Leave Act; the California Family Rights Act; the California Fair Employment and Housing Act, and the California Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such ActCode; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (gh) any and all claims for attorneys’ fees and costs. Executive agrees The Company and Employee agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive agrees that the foregoing severance consideration set forth in the Employment Agreement represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executivehimself, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assignsassigns (collectively, the “Releasees”), from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings against any of the Releasees concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Employment Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee, on behalf of ExecutiveEmployee, and ExecutiveEmployee’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive Employee agrees that the release set forth in this section shall be enforceable to the fullest extent permissible by law, and shall remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive Employee under the Management Retention Change of Control Agreement. Nothing Furthermore, nothing in this Agreement Agreement: (i) waives ExecutiveEmployee’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance, or (ii) limits Employee’s ability to file a charge or complaint with the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, or any other federal, state or local governmental agency (“Government Agencies”), or otherwise participate in any investigation or proceeding conducted by a Government Agency.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee, on his/her own behalf, and on behalf of Executive, and Executive’s his/her respective heirs, family members, executors executors, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees agree not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning sue concerning, any claim, duty, obligation or cause of action relating relaxxxg to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executive’s Employee's employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s Employee's right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, Older Workers Benefit Protection Act; the California Fair Employment and Housing Act, and California Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act.; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (gh) any and all claims for attorneys’ ' fees and costs. Executive agrees The Company and Employee agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. Executive, on behalf of Executive, and Executive’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present current and future former officers, agents, directors, employees, agents, investors, attorneys, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporationscorporations and assigns (the “Releasees”). Employee, on his own behalf, and on behalf of his respective heirs, family members, executors, agents, and assigns, hereby and forever releases the Releasees from, and agrees not to xxx concerning, or otherwise institute in any manner to institute, prosecute or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess against any of the Releasees arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) a. any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) b. any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) c. any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; workers’ compensation and conversiondisability benefits; (d) d. any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Americans with Disabilities Act of 1990; the Fair Labor Standards Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, the Fair Labor Standards Older Workers Benefit Protection Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act; the Family and Medical Leave Act; the Xxxxxxxx-Xxxxx Act of 2002; the California Family Rights Act; the California Labor Code, except as prohibited by law; the California Workers’ Compensation Act; and the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) e. any and all claims for violation of the federal, or any state, constitution; (f) f. any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; g. any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (g) h. any and all claims for attorneys’ fees and costs. Executive Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executiveherself, and Executive’s her respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive she may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) 4.1 any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) 4.2 any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) 4.3 any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) 4.4 any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) 4.5 any and all claims for violation of the federal, or any state, constitution; (f) 4.6 any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) 4.7 any and all claims for attorneys’ fees and costs, except as specifically set forth in the Employment Agreement. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Employment Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee, on his own behalf and on behalf of Executive, and Executive’s his respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present current and future former: officers, agents, directors, employees, agents, investors, attorneys, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, corporations and assigns, assigns (the “Releasees”) from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning sxx concerning, any claim, duty, obligation or cause of action relating to any matters of any kindkind arising out of or relating to his employment by the Company (except as provided in the Employment Agreement), or his service as an officer of the Company and/or a director of the Company, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement Date, excluding the “Excluded Claims” (as defined below) and including, without limitation,: (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and Company, or the termination of that relationshipemployment; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of of, shares of stock of the CompanyCompany stock, including, without limitationbut not limited to, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction, including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, ; the Fair Labor Standards Act, ; ERISA; the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, ; the California Older Workers Benefit Protection Act; the Family and Medical Leave Act; and the Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Credit Reporting Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ attorney fees and costs. Executive agrees that For purposes of this Agreement, the release set forth in this section “Excluded Claims” shall be and remain in effect in all respects as a complete general release as include any claims pursuant to the matters released. This release does not extend Benefit Plans, the Deferred Compensation Plan, the Indemnification Agreement, the right to any severance obligations due Executive receive an excise tax gross-up under Section 6(e) of the Management Retention Employment Agreement. Nothing in this Agreement waives Executive’s rights , the non-disparagement clause of Section 8(c) of the Employment Agreement, the right to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement Section 9(a) of the CompanyEmployment Agreement, state or federal law or policy the Code Section 409A clause of insuranceSection 9(j) of the Employment Agreement, and any right to exercise stock options pursuant to the relevant provisions of the Stock Agreements.

Release of Claims. Executive agrees that In consideration for the foregoing consideration represents settlement payments and other promises and undertakings contained in full of all outstanding obligations owed this Agreement to Executive by which you would not otherwise be entitled, and except as otherwise set forth in this Agreement, you release, acquit and forever discharge the Company. Executive, on behalf of Executiveits parents and subsidiaries, and Executive’s its and their respective heirsofficers, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officersdirectors, agents, directorsservants, employees, investorsattorneys, shareholders, administratorssuccessors, assigns and affiliates, divisionsof and from any and all claims, subsidiariesliabilities, parentsdemands, predecessor charges, causes of action, costs, expenses, attorneys fees, damages, indemnities and successor corporationsobligations of every kind and nature, and assignsin law, fromequity, and agrees not to xxx or otherwise institute otherwise, which you assert or cause to be instituted could assert against the Company at common law or under any legal statute, rule, regulation, order or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kindlaw, whether presently federal, state or local, on any ground whatsoever, known or and unknown, suspected or and unsuspected, that Executive may possess disclosed and undisclosed, arising from out of or in any omissionsway related to agreements, events, acts or facts that have occurred up until conduct at any time prior to and including the Effective Date date you sign this Agreement, including but not limited to: all such claims and demands directly or indirectly arising out of this Agreement including, without limitation, (a) or in any and all claims relating to or arising from Executive’s way connected with your employment relationship with the Company and or the termination of that relationship; (b) employment; claims or demands related to salary, bonuses, commissions, stock, stock options, or any other ownership interests in the Company, vacation or other time off pay, fringe benefits, expense reimbursements, severance pay, or any other form of compensation; any and all claims relating tocauses of action, or arising from, Executive’s right including but not limited to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims actions for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and or implied; , breach of a the covenant of good faith and fair dealing, both express or implied, wrongful termination in violation of public policy, all other claims for wrongful termination and implied; promissory estoppel; constructive discharge, and all other tort claims, including, but not limited to, intentional or negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; , invasion of privacy; , negligence, negligent investigation, negligent hiring, supervision or retention, assault and battery, false imprisonment; , defamation, intentional or negligent misrepresentation, fraud, and conversion; (d) any and all claims for violation of arising under any federal, state or municipal local law or statute, including, but not limited to, the California Fair Employment and Housing Act; Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991; the Fair Labor Standards Act; the Employee Retirement and Income Security Act; the Americans with Disabilities Act, 42 U.S.C. § 1981; the Age Discrimination in Employment Act of 1967, as amended (“ADEA”); the Americans with Disabilities Act of 1990, the Fair Labor Standards Family and Medical Leave Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, ; the California Fair Employment Family Rights Act; the California Labor Code; the California Civil Code; the California Constitution; and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or termination, employment discrimination; and (g) , harassment or retaliation, claims for wages, hours, benefits, compensation, and any and all claims for attorneys’ fees and costs. Executive agrees that , inasmuch as is permissible by law and by the release set forth in this section shall be and remain in effect in all respects as a complete general release as to respective governmental enforcement agencies for the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insuranceabove-listed laws.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee, on behalf of Executive, himself and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) a. any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) b. any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchasevest in equity awards, right to purchase or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) c. any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) d. any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The the Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) e. any and all claims for violation of the federal, or any state, constitution; (f) f. any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) g. any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive him by the Company. ExecutiveEmployee, on behalf of Executive, himself and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company Company, any of its parent corporations, sister corporations and its pastsubsidiaries, present and future affiliates, operating units, officers, agents, directors, employees and former employees, investors, shareholders, administrators, affiliatespartners, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx concerning, any and all claims, demands, actions, judgments, orders, duties, obligations, causes of action, damages, liabilities, costs expenses of any kind, and liability of any kind or otherwise institute nature, whether in law or cause to be instituted any legal or administrative proceedings concerning any claimequity, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissionsor related to his employment with Company or the cessation of employment with Company, acts or facts that have occurred up until and including the Effective Date of this Agreement Agreement, including, without limitation, (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied, including but not limited to any claims for breach of the Employment Agreement; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (dc) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Family and Medical leave Act, the Xxxxx Xxxxxxxxx Fair Labor Standards Pay Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, Older Workers Benefit Protection Act; the California Fair Employment and Housing Utah Anti-discrimination Act, the Utah Payment of Wages Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actany other state or federal statutory acts; (ed) any and all claims for violation of the federal, or any state, constitution; (fe) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (gf) any and all claims for attorneys’ fees and costs. Executive Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. Employee further agrees to forego any and all potential remedies or damages that may be obtained against the Company by any governmental agency related to Employee’s employment with Company. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executiveis intended to or will be used in any way to limit Employee’s rights communications with any government agency, as provided for, protected under, or warranted by applicable law, including, but not limited to, filing a charge or participating in an investigation before any government agency, the Equal Employment Opportunity Commission, any state or local agency, or the National Labor Relations Board. By signing this Agreement, however, Employee agrees to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of waive the right to receive future monetary recovery from the Company, state including any potential payments that result from any complaints or federal law charges that Employee filed or policy of insuranceany other employee files with any governmental agency or that are filed on Employee’s behalf.

Release of Claims. Executive agrees The parties agree that in consideration for the foregoing consideration represents settlement in full undertakings and promises of all outstanding obligations owed to Executive by the Company. Executive, on behalf of ExecutiveEMPLOYEE unconditionally releases, and Executive’s respective heirsdischarges, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, fromholds harmless, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any indemnify the Company from each and every claim, duty, obligation or cause of action relating to any matters action, right, liability or demand of any kind, whether presently and from any claims which may be derived therefrom (collectively referred to as “claims”), that EMPLOYEE had, has, or might claim to have against the Company at the time the EMPLOYEE executes this Agreement (the “Effective Date”), including but not limited to claims of every kind and character, known or unknown, suspected matured or unsuspectednot matured, that Executive which EMPLOYEE may possess have now or in the future arising from any omissions, acts act or facts that have occurred up until and including omission or condition occurring on or prior to the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, the future effects of such acts, omissions, or conditions), whether based on tort, contract (express or implied), or any federal, state, or local law, statute, or regulation (collectively, the ”Released Claims”). By way of example and not in limitation of the foregoing, Released Claims shall include any claims for fraudarising under: (i) Title VII of the Civil Rights Act of 1964, misrepresentation42 X.X.X §0000, breach of fiduciary dutythe Age Discrimination in Employment Act, breach of duty under the Americans with Disabilities Act, any applicable state corporate lawstate, county or local fair employment practice law or ordinance, the National Labor Relations Act, the Family and securities fraud under Medical Leave Act, the Employee Retirement Income Security Act, as well as any state claims asserting discrimination based upon age, race, sex, national origin, disability or federal law; handicap, religion, sexual orientation, marital status, entitlement to benefits, or any other protected status; (cii) any and all claims for wrongful discharge of employmenttermination; termination in violation of public policy(iii) harassment; discrimination; (iv) breach of contract, both express and implied; (v) breach of a the covenant of good faith and fair dealing, both express and implied; promissory estoppel; (vi) negligent or intentional infliction of emotional distress; (vii) negligent or intentional misrepresentation; (viii) negligent or intentional interference with contract or prospective economic advantage; unfair business practices(ix) retaliation; (x) whistleblowing; (xi) defamation; libel; slander; negligence; personal injury; assault; battery; (xii) invasion of privacy; false imprisonment; and conversion; (dxiii) claims related to disability. Released Claims shall also include, but not be limited to, claims for severance pay, bonuses, sick leave, vacation pay, life or health insurance, or any other fringe benefit. EMPLOYEE likewise releases the Company from any and all claims or potential claims for violation damages or relief of any federalkind, state or municipal statute, including, including but not limited toto back pay, Title VII front pay, compensatory damages, punitive damages, attorneys’ fees, costs, disbursements and/or the like, or for equitable relief and reinstatement. EMPLOYEE acknowledges that the Released Claims include any unknown claims. If applicable, EMPLOYEE expressly waives the benefit of the California Civil Rights Act of 1964Code Section 1542 and any analogous laws including Montana Code Annotated Section 28-1-1602, the Civil Rights Act of 1991North Dakota Century Code Xxxxxxx 0-00-00, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing ActXxxxx Xxxxxx Codified Laws Section 20-7-11, and Labor Code section 201, et seq. and section 970, et seq. and all amendments agrees that this Release shall extend to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as prior to the matters releaseddate EMPLOYEE signs this Agreement and which EMPLOYEE does not know or expect to exist in EMPLOYEE’s favor at this time. This California Civil Code Section 1542 reads as follows: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.” Notwithstanding the foregoing, Released Claims shall not include: (i) any severance claims based on obligations due Executive under the Management Retention Agreement. Nothing created by or reaffirmed in this Agreement waives Executive’s rights to indemnification Agreement; (ii) any unemployment insurance claims and any workers' compensation claims; or (iii) any payments under claim that cannot be waived based on applicable law. EMPLOYEE represents and warrants that he has no lawsuit involving any fiduciary insurance policy, if any, provided by any act or agreement Released Claims pending as of the Company, state or federal law or policy of insurancedate EMPLOYEE signs this Agreement.

Release of Claims. Executive agrees The Parties acknowledge and agree that the foregoing consideration this Agreement represents settlement in full of all outstanding obligations owed and claims arising out of or relating to Executive Executive's employment by the CompanyCompany and the termination of such employment as provided in this Agreement. Executive, the Company and Vishay, on behalf of Executivethemselves, and Executive’s their respective heirs, family membersexecutors, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliatespredecessor and successor corporations, divisionsand assigns, subsidiarieshereby fully and forever release each other and their respective heirs, parentsexecutors, officers, directors, employees, investors, shareholders, administrators, predecessor and successor corporations, and assigns, from, of and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning from any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive any of them may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s 's employment by (or services for) the Company, his employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; and defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (dc) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, the Employment Retirement Income Security Act of 1974, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (fd) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and; (ge) any claims arising out of or related to the Severance Agreements; (f) any and all claims for attorneys’ ' fees and costs; (g) all claims arising out of or relating to Executive's conduct as an employee, officer, director, agent or representative of the Company; (h) all claims arising out of or relating to duties owed by Executive to the Company or to any of its directors, officers, employees, agents, affiliates, stockholders, lenders, investors, predecessor or successor corporations, assigns, attorneys, accountants or other representatives; and (i) any claims Executive may have against Temic Telefunken microelectronic Gmbh ("Temic") for payments under any severance or other agreement or plan that Executive participates in arising from a termination of Executive by Temic after the acquisition of Temic by Vishay, provided that this release shall not apply to amounts owed by Temic to Executive under such plans prior to or in connection with successful completion of such acquisition. The Company, Vishay and Executive agrees agree that the release set forth in this section Section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention arising under, incurred under, or preserved by this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Except as set forth in the last paragraph of this Section 4, Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executivehimself, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx sxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, and The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (gn) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the CompanyCompany and its officers, managers, supervisors, agents and employees. ExecutiveEmployee, on his own behalf, and on behalf of Executive, and Executive’s his respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, agents, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees agree not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Termination Date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executive’s Employee's employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s Employee's right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, Older Workers Benefit Protection Act; the California Massachusetts Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Practice Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (gh) any and all claims for attorneys’ ' fees and costs. Executive agrees The Company and Employee agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in Employee acknowledges and agrees that any breach of any provision of this Agreement waives Executive’s rights shall constitute a material breach of this Agreement and shall entitle the Company immediately to indemnification or any payments recover and cease the severance benefits provided to Employee under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurancethis Agreement.

Release of Claims. Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executive, himself and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, of and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning from any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive any of them may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date effective date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; and defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (gf) any and all claims for attorneys’ fees and costs. The Company and Executive agrees agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s The parties acknowledge that they have been advised by legal counsel and are familiar with the provisions of California Civil Code Section 1542, which provides as follows: The parties, being aware of said Code Section, agrees to expressly waive any rights to indemnification or any payments they may have thereunder, as well as under any fiduciary insurance policy, if any, provided by any act other statute or agreement common law principles of the Company, state or federal law or policy of insurancesimilar effect.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee, on his behalf of Executiveand his executors, and Executive’s respective heirs, family members, executors members and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement includingTermination Date, without limitation, (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, Older Workers Benefit Protection Act; the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act.; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees The Company and Employee agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Separation Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company, ON Semiconductor and their respective current and former officers, directors, employees, agents, investors, attorneys, shareholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries, and predecessor and successor corporations and assigns (collectively, the “Releasees”). ExecutiveEmployee, on his own behalf and on behalf of Executive, and ExecutiveEmployee’s respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, Releasees from, and agrees not to xxx concerning, or otherwise institute in any manner to institute, prosecute, or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, demand, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess against any of the Releasees arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date of this Agreement Agreement, including, without limitation,: (a) a. any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) b. any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) c. any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) d. any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, the following statutes (each, as amended): Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Labor Standards Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, the Fair Labor Standards Older Workers Benefit Protection Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the Family and Medical Leave Act; the Immigration Control and Reform Act; the California Family Rights Act; the California Labor Code; the California Workers’ Compensation Act; and the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) e. any and all claims for violation of the federal, federal or any state, state constitution; (f) f. any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; g. any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (g) h. any and all claims for attorneys’ fees and costs. Executive Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement including claims for breach of this Agreement. Nothing This release does not extend to any rights or claims for indemnification Employee may have pursuant to any written indemnification agreement with the Company to which Employee is a party or under applicable law. This release does not release claims that cannot be released as a matter of law, including, but not limited to, Employee’s right to file a charge with or participate in this Agreement waives Executive’s rights to indemnification a charge by the Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission or any payments under other local, state, or federal administrative body or government agency (“Governmental Agency”) that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that any fiduciary insurance policy, if any, provided by such filing or participation does not give Employee the right to recover any act or agreement monetary damages against the Company; Employee’s release of claims herein bars Employee from recovering such monetary relief from the Company, state or federal law or policy of insuranceexcept with respect to awards for information provided to the Securities and Exchange Commission).

Release of Claims. Executive Employee agrees that the foregoing consideration set forth in this Agreement represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. Executive, on behalf of Executive, and Executive’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present current and future former officers, agents, directors, employees, agents, investors, attorneys, shareholders, administrators, affiliates, divisions, and subsidiaries, parents, and predecessor and successor corporationscorporations and assigns (collectively, the “Releasees”). Employee, on his own behalf and on behalf of his respective heirs, family members, executors, agents, and assigns, hereby and forever releases the Releasees from, and agrees not to xxx concerning, or otherwise institute in any manner to institute, prosecute or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess against any of the Releasees arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date of this Agreement Agreement, including, without limitation,: (a) a. any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) b. any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) c. any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) d. any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Labor Standards Act, except as prohibited by law; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, the Fair Labor Standards Older Workers Benefit Protection Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act; the Family and Medical Leave Act, except as prohibited by law; the Xxxxxxxx-Xxxxx Act of 2002; the California Family Rights Act; the California Labor Code, except as prohibited by law; the California Workers’ Compensation Act, except as prohibited by law; and the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) e. any and all claims for violation of the federal, federal or any state, state constitution; (f) f. any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; g. any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (g) h. any and all claims for attorneys’ fees and costs. Executive Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing This release does not release claims that cannot be released as a matter of law, including, but not limited to: (1) Employee’s right to file a charge with, or participate in this Agreement waives Executivea charge by, the Equal Employment Opportunity Commission or comparable state agency against the Company (with the understanding that any such filing or participation does not give Employee the right to recover any monetary damages against the Company; Employee’s rights to indemnification or any payments release of claims herein bars Employee from recovering such monetary relief from the Company); (2) claims under any fiduciary insurance policyDivision 3, if any, provided by any act or agreement Article 2 of the CompanyCalifornia Labor Code (which includes California Labor Code section 2802 regarding indemnity for necessary expenditures or losses by employee); and (3) claims prohibited from release as set forth in California Labor Code section 206.5 (specifically “any claim or right on account of wages due, state or federal law to become due, or policy made as an advance on wages to be earned, unless payment of insurancesuch wages has been made”).

Release of Claims. Executive agrees that that, other than with respect to the Retained Claims and subject to the last two sentences of this Section 2, the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf any of Executiveits direct or indirect subsidiaries and affiliates, and Executive’s respective heirsany of their current and former officers, family membersdirectors, executors and assignsequity holders, hereby fully and forever releases the Company and its pastmanagers, present and future officersemployees, agents, directorsinvestors, employees, investorsattorneys, shareholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, subsidiaries, parents, and subsidiaries and predecessor and successor corporationscorporations and assigns (collectively, the “Releasees”). Executive, on Executive’s own behalf and on behalf of any of Executive’s affiliated companies or entities and any of their respective heirs, family members, executors, agents, and assigns, fromother than with respect to the Retained Claims, except as provided in the last two sentences of this Section 2, hereby and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to forever releases the Releasees from any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess against any of the Releasees arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date of date Executive signs this Agreement Agreement, including, without limitation,: (a) any and all claims relating to or arising from Executive’s employment or service relationship with the Company or any of its direct or indirect subsidiaries or affiliates and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of any shares of stock or other equity interests of the CompanyCompany or any of its affiliates, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, the Fair Labor Standards Older Workers Benefit Protection Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the California Fair Employment Family and Housing Medical Leave Act, ; and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such the Xxxxxxxx-Xxxxx Act as well as the regulations issued under each such Actof 2002; (e) any and all claims for violation of the federal, federal or any state, state constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Executive as a result of this Agreement; (h) any and all claims arising out of the wage and hour and wage payments laws and regulations of the state or states in which Executive has provided service to the Company or any of its affiliates (including without limitation the Massachusetts Payment of Wages Law); and (gi) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This Notwithstanding anything to the contrary contained in this Agreeement, this release does not extend release claims that cannot be released as a matter of law, including, but not limited to, Executive’s right to report possible violations of federal law or regulation to any severance obligations due Executive governmental agency or entity in accordance with the provisions of and rules promulgated under Section 21F of the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification Securities Exchange Act of 1934 or Section 806 of the Xxxxxxxx-Xxxxx Act of 2002, or any payments under any fiduciary insurance policy, if any, provided by any act or agreement other whistleblower protection provisions of the Company, state or federal law or policy regulation, Executive’s right to file a charge with or participate in a charge, investigation or proceeding by the Equal Employment Opportunity Commission, or any other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that Executive’s release of insuranceclaims herein bars Executive from recovering monetary or other individual relief from the Company or any Releasee in connection with any charge, investigation or proceeding, or any related complaint or lawsuit, filed by Executive or by anyone else on Executive’s behalf before the federal Equal Employment Opportunity Commission or a comparable state or local agency), claims for unemployment compensation or any state disability insurance benefits pursuant to the terms of applicable state law, claims to continued participation in certain of the Company’s group benefit plans pursuant to the terms and conditions of COBRA, non-termination related claims under the Employee Retirement Income Security Act (29 U.S.C. § 1001 et seq.), as amended, claims to any benefit entitlements vested as of the date of separation of Executive’s employment, pursuant to written terms of any employee benefit plan of the Company or its affiliates and Executive’s right under applicable law, claims for reimbursement of approved business expenses incurred prior to the Date of Termination, rights to vested options under any Award Agreement issued pursuant to the 2018 EIIAP, rights or claims Executive may have as a shareholder of the Company, and any Retained Claims. This release further does not release claims for breach of or to enforce Section 3(c), Section 4(b), Section 4(c) or Section 8 of the Employment Agreement, or claims arising after the date Executive signs this Agreement.

Release of Claims. The Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to the Executive by the Company. The Executive, on his own behalf of Executive, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx sxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date (as defined below) of this Agreement including, without limitation,: (a) any and all claims relating to or arising from the Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, the Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, law and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; , termination in violation of public policy; , discrimination; , breach of contract, contract (both express and implied; ), breach of a covenant of good faith and fair dealing, dealing (both express and implied; ), promissory estoppel; , negligent or intentional infliction of emotional distress; , negligent or intentional misrepresentation; , negligent or intentional interference with contract or prospective economic advantage; , unfair business practices; , defamation; , libel; , slander; , negligence; , personal injury; , assault; , battery; , invasion of privacy; , false imprisonment; imprisonment and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section Section 201, et seq. and section Section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, federal or any state, state constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. The Executive agrees that the release set forth in this section Section 4 shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Except as set forth in the last paragraph of this Section 4, Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executivehimself, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Executive Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention AgreementSeverance Agreement or to any vested rights to benefits Executive has under any employee benefit plans of the Company. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary or directors & officers insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executiveherself, and Executive’s her respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive she may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs, except as specifically set forth in the Employment Agreement. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. The Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to the Executive by the Company. The Executive, on his or her own behalf of Executive, and Executive’s his or her respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he or she may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from the Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, the Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, law and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; , termination in violation of public policy; , discrimination; , breach of contract, contract (both express and implied; ), breach of a covenant of good faith and fair dealing, dealing (both express and implied; ), promissory estoppel; , negligent or intentional infliction of emotional distress; , negligent or intentional misrepresentation; , negligent or intentional interference with contract or prospective economic advantage; , unfair business practices; , defamation; , libel; , slander; , negligence; , personal injury; , assault; , battery; , invasion of privacy; , false imprisonment; imprisonment and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Executive Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section Section 201, et seq. and section Section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, federal or any state, state constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. The Executive agrees that the release set forth in this section Section 4 shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee, on behalf of Executivehimself, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive Employee under the Management Retention Employment Agreement. Nothing in this Agreement waives Executive(i) Employee’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act act, articles of incorporation, by-laws or agreement of the Company, state or federal law or policy of insurance; (ii) any vested rights that Employee has under any employee benefit plans of the Company.

Release of Claims. The Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to the Executive by the Company. The Executive, on his own behalf of Executive, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, corporations and assigns, assigns from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date (as defined below) of this Agreement including, without limitation,: (a) any and all claims relating to or arising from the Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, from the Executive’s right to purchase, or actual purchase of shares of stock of the Company, Company including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, law and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; , termination in violation of public policy; , discrimination; , breach of contract, contract (both express and implied; ), breach of a covenant of good faith and fair dealing, dealing (both express and implied; ), promissory estoppel; , negligent or intentional infliction of emotional distress; , negligent or intentional misrepresentation; , negligent or intentional interference with contract or prospective economic advantage; , unfair business practices; , defamation; , libel; , slander; , negligence; , personal injury; , assault; , battery; , invasion of privacy; , false imprisonment; imprisonment and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, Act and Labor Code section Section 201, et seq. and section Section 970, et seq. and all amendments to each such Act act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, federal or any state, state constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. The Executive agrees that the release set forth in this section shall Section 4 will be and remain in effect in all respects as a complete general release as to the matters released. This release Notwithstanding the generality of the foregoing, Executive does not extend release the following claims: (i) Claims with respect to obligations incurred under this Agreement; (ii) Claims for unemployment compensation or any severance obligations due Executive state disability insurance benefits pursuant to the terms of applicable state law; (iii) Claims for workers’ compensation insurance benefits under the Management Retention Agreement. Nothing in this Agreement waives Executiveterms of any worker’s rights to indemnification compensation insurance policy or any payments under any fiduciary insurance policy, if any, provided by any act or agreement fund of the Company; (iv) Claims to continued participation in certain of the Company’s group benefit plans pursuant to the terms and conditions of COBRA; (v) Claims to any benefit entitlements vested as the date of Executive’s employment termination, state pursuant to written terms of any Company employee benefit plan; (vi) Claims for indemnification under any indemnification agreement, direcotrs and officers liability insurance maintained by the Company, the Company’s Bylaws, California Labor Code Section 2802 or federal law or policy any other applicable law; and (vii) Executive’s right to bring to the attention of insurancethe Equal Employment Opportunity Commission claims of discrimination; provided, however, that Executive does release Executive’s right to secure any damages for alleged discriminatory treatment.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. Executive, on behalf of Executive, and Executive’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present it current and future former officers, agents, directors, employees, agents, investors, attorneys, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, corporations and assigns, assigns (the “Releasees”). Employee hereby and forever releases the Releasees from, and agrees not to xxx sxx concerning, or otherwise institute in any manner to institute, prosecute or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess against any of the Releasees arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executiveout of Employee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Americans with Disabilities Act of 1990; the Fair Labor Standards Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the Family and Medical Leave Act; the California Fair Employment and Housing Act, Act and the California Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such ActCode; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (gh) any and all claims for attorneys’ fees and costs. Executive agrees Except for those obligations created by or arising out of this Agreement, the Company, on behalf of itself and its officers, directors, shareholders and employees, hereby acknowledges full and complete satisfaction of and releases and discharges, and covenants not to sxx, Employee from and with respect to any and all claims, agreements, obligations, losses, damages, injuries, demands and causes of action, known or unknown, suspected or unsuspected, arising out of or in any way connected with Employee’s employment or termination from the Company, or any other occurrences, actions, omissions or claims whatever, known or unknown, suspected or unsuspected, which the Company now owns or holds or has at any time heretofore owned or held as against Employee. The foregoing releases do not abrogate either party’s rights or obligations under applicable law to defend or indemnify the other party against a claim filed by a third party. The parties acknowledge and agree that any breach of any provision of this Agreement or the Confidentiality Agreement shall constitute a material breach of this Agreement. The parties agree that the release releases set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released, to the maximum extent provided by law. This release does These releases do not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive agrees that that, other than with respect to the Retained Claims, the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company, any of its direct or indirect subsidiaries and any of their current and former officers, directors, equity holders, managers, employees, agents, investors, attorneys, shareholders, administrators, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries and predecessor and successor corporations and assigns (collectively, the “Releasees”). Executive, on his own behalf and on behalf of Executive, and any of Executive’s respective heirs, family members, executors executors, agents, and assigns, other than with respect to the Retained Claims, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, Releasees from, and agrees not to xxx sue concerning, or otherwise institute in any manner to institute, prosecute, or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess against any of the Releasees arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date of date Executive signs this Agreement Agreement, including, without limitation,: (a) any and all claims relating to or arising from Executive’s employment or service relationship with the Company or any of its direct or indirect subsidiaries and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of any shares of stock or other equity interests of the CompanyCompany or any of its subsidiaries, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, the Fair Labor Standards Older Workers Benefit Protection Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the California Fair Employment Family and Housing Medical Leave Act, ; and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such the Xxxxxxxx-Xxxxx Act as well as the regulations issued under each such Actof 2002; (e) any and all claims for violation of the federal, federal or any state, state constitution;; and (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives release claims that cannot be released as a matter of law, including, but not limited to, Executive’s rights right to indemnification file a charge with or participate in a charge by the Equal Employment Opportunity Commission, or any payments under other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that Executive’s release of claims herein bars Executive from recovering such monetary relief from the Company or any fiduciary Releasee), claims for unemployment compensation or any state disability insurance policybenefits pursuant to the terms of applicable state law, if any, provided by any act or agreement claims to continued participation in certain of the Company’s group benefit plans pursuant to the terms and conditions of COBRA, state claims to any benefit entitlements vested as the date of separation of Executive’s employment, pursuant to written terms of any employee benefit plan of the Company or federal its affiliates and Executive’s right under applicable law and any Retained Claims. This release further does not release claims for breach of Section 3(c) or policy Section 4(b) of insurancethe Employment Agreement or any rights you may have in your capacity as an equityholder in the Company.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveCompany and its past and present administrators, on behalf of Executivemanagers, and Executive’s respective heirsofficers, family membersdirectors, executors employees, investors, stockholders, agents, predecessors, successors in interest, and assigns, employee benefit plans and their fiduciaries, subsidiaries, predecessors and successors in interest, agents, representatives and assigns. Employee hereby fully and forever releases the Company and its pastpast and present administrators, present and future managers, officers, agents, directors, employees, investors, shareholdersstockholders, administratorsagents, predecessors, successors in interest, and assigns, affiliates, divisions, subsidiaries, parentsemployee benefit plans and their fiduciaries, predecessor subsidiaries, predecessors and successor corporations, and assignssuccessors in interest (the “Releasees”), from, and agrees not to xxx concerning, or otherwise institute in any manner to institute, prosecute or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess against any of the Releasees arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationshiprelationship (whether on or before the Termination Date); (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, purchase or actual purchase (if any) of shares of stock of the Company, including, without limitation, any claims for fraud, ; misrepresentation, ; breach of fiduciary duty, ; breach of duty under applicable state corporate law, ; and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; fraud in the inducement; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; workers’ compensation; and conversiondisability benefits; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, ; the Fair Labor Standards Act, ; the Employee Retirement Income Security Act of 1974, ; The Worker Adjustment and Retraining Notification Act, ; the Older Workers Benefit Protection Act; the Family and Medical Leave Act; the California Family Rights Act; the California Fair Employment and Housing Act; and the California Labor Code, and including, but not limited to, Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such ActSections 1400-1408; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (gh) any and all claims for attorneys’ fees and costs. Executive agrees The Company and Employee agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention Agreement. Nothing in this Agreement waives Executive’s nor to any rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement defense and indemnity the Employee may have available to him from the Company pursuant to the terms of the Company’s insurance policies, state the Company’s By- Laws, the Indemnification Agreement dated November 5, 2002, between the Company and Employee or federal law pursuant to statute or policy common law. Civil Code Section 1542. Employee represents that he is not aware of insurance.any claim by him against any of the Releasees other than the claims that are released by this Agreement. Employee acknowledges that he has had the opportunity to be advised by legal counsel and is familiar with the provisions of California Civil Code Section 1542, which provides as follows:

Release of Claims. Executive The Employee agrees that the foregoing consideration represents settlement in full of all currently outstanding obligations owed to Executive the Employee by the Company. ExecutiveThe Employee, on the Employee’s own behalf of Executive, and Executivethe Employee’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx sxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive the Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date (as defined below) of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executivethe Employee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executivethe Employee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, law and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; , termination in violation of public policy; , discrimination; , breach of contract, contract (both express and implied; ), breach of a covenant of good faith and fair dealing, dealing (both express and implied; ), promissory estoppel; , negligent or intentional infliction of emotional distress; , negligent or intentional misrepresentation; , negligent or intentional interference with contract or prospective economic advantage; , unfair business practices; , defamation; , libel; , slander; , negligence; , personal injury; , assault; , battery; , invasion of privacy; , false imprisonment; imprisonment and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section Section 201, et seq. and section Section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, federal or any state, state constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive The Employee agrees that the release set forth in this section Section 4 shall be and remain in effect in all respects as a complete general release as to the matters released. This Notwithstanding the foregoing, this release does not extend to any severance obligations due Executive now or subsequently incurred under this Agreement, the Management Retention Severance Agreement. Nothing in this , the Indemnification Agreement waives Executive’s rights to indemnification between the Employee and the Company (or its successor or acquirer), the outstanding share award agreements between the Employee and the Company (or its successor or acquirer), or any payments employee benefit plan of which the Employee is a participant and under any fiduciary insurance policy, if any, provided by any act which all benefits due under such plan have not yet been paid or agreement of the Company, state or federal law or policy of insuranceprovided.

Release of Claims. Executive agrees that Specifically in consideration of the foregoing consideration represents settlement separation pay and benefits described in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of ExecutiveSection 2, and Executive’s respective heirsto which you would not otherwise be entitled, family membersby signing this Agreement you, executors for yourself and assignsanyone who has or obtains legal rights or claims through you, agree to the following: a. You hereby fully do release and forever releases discharge the Company “Released Parties” (as defined in Section 3.e. below) of and its pastfrom any and all manner of claims, present demands, actions, causes of action, administrative claims, liability, damages, claims for punitive or liquidated damages, claims for attorney’s fees, costs and future officersdisbursements, agentsindividual or class action claims, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters demands of any kindkind whatsoever, you have or might have against them or any of them, whether presently known or unknown, suspected in law or unsuspectedequity, that Executive may possess contract or tort, arising from any omissionsout of or in connection with your employment with Delcath, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating toemployment, or arising fromotherwise, Executive’s right to purchaseand however originating or existing, or actual purchase from the beginning of shares time through the date of stock your signing this Agreement. b. This release includes, without limiting the generality of the Company, including, without limitationforegoing, any claims you may have for fraudany of the following: • wages, misrepresentationbonuses, breach of fiduciary dutyAIP payments (other than as described in Section 1.e. above), breach of duty under applicable state corporate lawcommissions, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employmentpenalties, deferred compensation, vacation, sick, and/or PTO pay, separation pay and/or benefits; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation • defamation of any federal, state or municipal statute, kind including, but not limited to, libel, slander; invasion of privacy; negligence; emotional distress; breach of express, implied or oral contract; estoppel; fraud; intentional or negligent misrepresentation; breach of any implied covenants; wrongful prosecution; assault or battery; negligent hiring, supervision or retention; • wrongful discharge (based on contract, common law, or statute, including any federal, state or local statute or ordinance prohibiting discrimination or retaliation in employment); • violation of any of the following: • the United States Constitution, • the New York Constitution, • the New York Human Rights Law, N.Y. Exec. § 290 et seq., • N.Y. Lab. Articles 5, 6, 7, 19, or 20-C, and any other New York law, • Title VII of the Civil Rights Act, 42 U.S.C. § 2000e et seq., • the Age Discrimination in Employment Act, 29 U.S.C. § 621 et seq., • the Older Workers Benefit Protection Act, 29 U.S.C. § 623 et seq., • Civil Rights Act of 19641866, the 42 U.S.C. § 1981, • Civil Rights Act of 1991, the Age Discrimination in Employment Act of 196742 U.S.C. § 1981a, • the Americans with Disabilities Xxxxxxxxxxxx Xxx, 00 X.X.X. § 00000 et seq., • the Genetic Information Nondiscrimination Act of 19902008, the Fair Labor Standards Act, • the Employee Retirement Income Security Act of 19741976, The 29 U.S.C. § 1001 et seq., • the Family and Medical Leave Act, 29 U.S.C. § 2601 et seq., • the National Labor Relations Act, 29 U.S.C. § 151 et seq., • the Worker Adjustment and Retraining Notification Act, 29 U.S.C. § 2101 et seq., • the California Fair Employment and Housing Credit Reporting Act, and Labor Code section 201, 15 U.S.C. §§ 1681 et seq. and section 970., • the Xxxxxxxx-Xxxxx Act, 15 U.S.C. § 7201 et seq. ., or • any other federal, state or local statute prohibiting discrimination in employment or granting rights to you arising out of the employment relationship with Delcath or termination thereof; • any claim for retaliation; and all amendments to each such Act as well as the regulations issued under each such Act;• any claim for discrimination or harassment based on age, race, creed, color, national origin, sexual orientation, military status, sex, disability, genetic information, predisposing genetic characteristics, marital status, domestic violence victim status, or any other legally-protected class. (e) c. You hereby waive any and all relief not provided for in this Agreement. You understand and agree that, by signing this Agreement, you waive and release any claim to employment with Delcath. d. You are not, by signing this Agreement, releasing or waiving (i) any vested interest you may have in any 401(k) plan by virtue of your employment with Delcath, (ii) any rights relating to the Vested Stock Options and the Vested Restricted Stock, (iii) any rights or claims that may arise after the Agreement is signed, (iv) the post-employment separation pay and benefits specifically promised to you in Section 2 of this Agreement, (v) the right to institute legal action for violation the purpose of enforcing the federalprovisions of this Agreement, (vi) the right to apply for state unemployment compensation benefits, (vii) the right to file a charge of discrimination with a governmental agency such as the Equal Employment Opportunity Commission (although you agree that you will not be able to recover any award of money or damages if you file such a charge or have a charge filed on your behalf) or to testify, assist, or any stateparticipate in an investigation, constitution; hearing, or proceeding conducted by such an agency, or (fviii) any rights you have under the Consolidated Omnibus Budget Reconciliation Act (“COBRA”). e. The “Released Parties,” as used in this Agreement, means Delcath Systems, Inc. (“Delcath”) and all claims arising out its related and affiliated entities, and its and their present and former officers, directors, shareholders, trustees, employees, agents, attorneys, insurers, representatives and consultants, and the successors and assigns of each, whether in their individual or official capacities, and the current and former trustees or administrators of any pension or other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as benefit plan applicable to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing employees or former employees of Delcath, in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurancetheir official and individual capacities.

Release of Claims. Executive The Employee agrees that the foregoing consideration represents settlement in full of all currently outstanding obligations owed to Executive the Employee by the Company. ExecutiveThe Employee, on the Employee’s own behalf of Executive, and Executivethe Employee’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive the Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date (as defined below) of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executivethe Employee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executivethe Employee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, law and securities fraud under any state or federal law; (c) any and all claims based on contract, tort or statute including, but not limited to, claims for wrongful discharge of employment; , termination in violation of public policy; , discrimination; , breach of contract, contract (both express and implied; ), breach of a covenant of good faith and fair dealing, dealing (both express and implied; ), promissory estoppel; , negligent or intentional infliction of emotional distress; , negligent or intentional misrepresentation; , negligent or intentional interference with contract or prospective economic advantage; , unfair business practices; , defamation; , libel; , slander; , negligence; , personal injury; , assault; , battery; , invasion of privacy; , false imprisonment; imprisonment and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and and/or the California Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act Act/statute as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, federal or any state, state constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive The Employee agrees that the release set forth in this section Section 3 shall be and remain in effect in all respects as a complete general release as to the matters released. This Notwithstanding the foregoing, this release does not extend to any severance obligations due Executive now or subsequently incurred under this Agreement, the Management Retention post-termination obligations set forth in Section 5 of the Severance Agreement. Nothing in this , the Indemnification Agreement waives Executive’s rights to indemnification between the Employee and the Company (or its successor or acquirer), the outstanding share award agreements between the Employee and the Company (or its successor or acquirer), or any payments employee benefit plan of which the Employee is a participant and under any fiduciary insurance policy, if any, provided by any act which all benefits due under such plan have not yet been paid or agreement of the Company, state or federal law or policy of insuranceprovided.

Release of Claims. Executive agrees that In exchange for the foregoing consideration represents settlement described in full of all outstanding obligations owed to Executive by the Company. ExecutiveParagraph E above, Employee, on behalf of Executivehimself, and Executive’s respective his heirs, family members, executors executors, administrators and affiliates, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholdersstockholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, insurers, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of date on which this Agreement is signed by Employee including, without limitation, (a) 1. any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and or the termination of that relationship; (b) 2. any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) 3. any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) 4. any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Older Worker Benefit Protection Act (“OWBPA”) the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, ; the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Labor Code section 1400, et seq. (“California WARN Act”); (e) 5. any and all claims for violation of the federal, or any state, constitution; (f) 6. any and all claims arising out of any other laws and regulations relating to employment or employment discriminationdiscrimination or unlawful harassment; and (g) 7. any and all claims for attorneys’ fees and costs. Executive agrees The Company and Employee agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s , and it does not apply to any claims or rights to indemnification or that may not be released as a matter of law, including any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurancestatutory indemnity rights.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company and its officers, managers, supervisors, agents and employees. In consideration for the mutual covenants contained in this Agreement, including but not limited to the severance compensation provided hereunder, Employee and the Company. Executive, on behalf of Executivethemselves, and Executive’s their respective heirs, family members, executors and assignsexecutors, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parentspredecessor and successor corporations, and assigns, hereby fully and forever release each other and their respective heirs, family members, executors, officers, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, predecessor and successor corporations, and assigns, from, and agrees agree not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning sue concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive xxat any of them may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executive’s Employee's employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s Employee's right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, Older Workers Benefit Protection Act; the Family and Medical Leave Act; the California Family Rights Act; the California Fair Employment and Housing Act, and the California Labor Code, including, but not limited to California Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such ActSections 1400-1408; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (gh) any and all claims for attorneys’ ' fees and costs. Executive agrees The Company and Employee agree that the release set forth in this section shall will be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in The parties acknowledge and agree that any material breach of any provision of this Agreement waives Executive’s rights will entitle the non-breaching party to indemnification any legal or any payments equitable remedies available to such non-breaching party, including but not limited to the right to immediately to recover and/or cease the severance benefits provided under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurancethis Agreement.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company and its officers, managers, supervisors, agents and employees. In consideration for the mutual covenants contained in this Agreement, including but not limited to the severance compensation provided hereunder, Employee and the Company. Executive, on behalf of Executivethemselves, and Executive’s their respective heirs, family members, executors and assignsexecutors, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parentspredecessor and successor corporations, and assigns, hereby fully and forever release each other and their respective heirs, family members, executors, officers, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, predecessor and successor corporations, and assigns, from, and agrees agree not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning sue concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive xxat any of them may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from Executive’s Employee's employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s Employee's right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, Older Workers Benefit Protection Act; the Family and Medical Leave Act; the California Family Rights Act; the California Fair Employment and Housing Act, and the California Labor Code, including, but not limited to California Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such ActSections 1400-1408; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (gh) any and all claims for attorneys’ ' fees and costs. Executive agrees The Company and Employee agree that the release releases set forth in this section shall will be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in The Parties acknowledge and agree that any material breach of any provision of this Agreement waives Executive’s rights will entitle the non-breaching party to indemnification any legal or any payments equitable remedies available to such non-breaching party, including but not limited to the right to immediately to recover and/or cease the severance benefits provided under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurancethis Agreement.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the CompanyCompany and its officers, managers, supervisors, agents and employees. ExecutiveEmployee, on his/her own behalf, and on behalf of Executive, and Executive’s his/her respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, agents, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees agree not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning sxx concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, Older Workers Benefit Protection Act; the California Fair Employment and Housing Act, and the California Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such ActCode.; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (gh) any and all claims for attorneys’ fees and costs. Executive agrees The Company and Employee agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in Employee acknowledges and agrees that any breach of any provision of this Agreement waives Executive’s rights shall constitute a material breach of this Agreement and shall entitle the Company immediately to indemnification or any payments recover the severance benefits provided to Employee under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurancethis Agreement.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee, on behalf of Executivehimself, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive Employee under the Management Retention Employment Agreement. Nothing in this Agreement waives ExecutiveEmployee’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company, its parents, subsidiaries, and affiliates, and each of their respective current and former officers, directors, employees, agents, investors, attorneys, shareholders, administrators, professional employer organizations or co-employers, benefit plans, plan administrators, insurers, trustees, divisions, predecessor and successor corporations, and assigns (collectively, the “Releasees”). ExecutiveEmployee, on Employee’s own behalf and on behalf of Executive, and ExecutiveEmployee’s respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, Releasees from, and agrees not to xxx sue concerning, or otherwise institute in any manner to institute, prosecute, or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, demand, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess against any of the Releasees arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date of date Employee signs this Agreement Agreement, including, without limitation,: (a) a. any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship, including claims under any offer letter, employment agreement, or other agreement with the Company; (b) b. any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) c. any and all claims for wrongful discharge of employment; constructive discharge; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) d. any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Labor Standards Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, the Fair Labor Standards Older Workers Benefit Protection Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the Family and Medical Leave Act; the Immigration Reform and Control Act; the California Family Rights Act; the California Labor Code; the California Workers’ Compensation Act; the California Fair Employment and Housing Act, ; and Labor Code section 201, et seq. the California Worker Adjustment and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Retraining Notification Act; (e) e. any and all claims for violation of the federal, federal or any state, state constitution; (f) f. any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; g. any claim for any loss, cost, damage, or expense arising out of any dispute over the nonwithholding or other tax treatment of any proceeds received by Employee from the Company; and (g) h. any and all claims for attorneys’ fees and costs. Executive Employee agrees that the release set forth in this section Section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing This release does not release claims that cannot be released as a matter of law. Any and all disputed wage claims that are released herein shall be subject to binding arbitration in accordance with this Agreement waives Executive’s rights Agreement, except as required by applicable law. This release does not extend to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insuranceright Employee may have to unemployment compensation benefits.

Release of Claims. Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executive, and Executive’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, „ shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration ----------------- represents settlement in full of all outstanding obligations owed to Executive Employee by the Company or any subsidiary of the Company. ExecutiveEmployee and the Company, on behalf of Executive, themselves and Executive’s their respective heirs, agents, representatives, immediate family members, executors executors, successors, and assigns, hereby fully and forever releases the Company release each other and its past, present and future officerstheir respective heirs, agents, directors, employees, attorneys, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees agree not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive either of them may possess against the other arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment Employee's relationship with the Company or any subsidiary of the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s Employee's right to purchase, or actual purchase of shares of stock of the Company or any subsidiary of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, Older Workers Benefit Protection Act; the California Fair Employment and Housing Act, and the California Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such ActCode; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ ' fees and costs. Executive Each of the Parties agrees that the release set forth in this section Section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing Each of the Parties acknowledges and agrees that any breach of this Section shall construe a material breach of the Agreement and in the case of a breach by Employee, shall entitle the Company immediately to recover the monetary consideration discussed in Section 3 above. If any legal action or other legal proceeding relating to the enforcement of any provision of this Agreement waives Executive’s rights is brought by either Party hereto, the prevailing Party shall be entitled to indemnification or recover reasonable attorneys' fees, costs and disbursements (in addition to any payments under any fiduciary insurance policy, if any, provided by any act or agreement of other relief to which the Company, state or federal law or policy of insuranceprevailing Party may be entitled).

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee, on behalf of Executive, himself and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx sxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) a. any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) b. any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) c. any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) d. any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) e. any and all claims for violation of the federal, or any state, constitution; (f) f. any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) g. any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executive, and Executive’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess arising from any omissions, acts or facts fads that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive agrees that In consideration for the foregoing consideration represents settlement obligations of the Company set forth in full of all outstanding obligations owed to Executive by the Company. Executivethis Agreement, Employee, on behalf of Executive, himself and Executive’s respective his heirs, family membersexecutors, executors administrators and assigns, hereby fully and forever releases the Company and its past, present current and future former officers, agents, directors, employees, investors, shareholdersstockholders, administrators, affiliates, divisions, subsidiaries, parentsattorneys, predecessor and successor corporations, corporations and assigns, from, of and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning from any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship, including but not limited to any claims for wages, salary, bonus, compensation, deferred compensation, or other cash payments; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of the capital stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversiondefamation; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201Section 1197.5, et seq. and section 970, et seq. any family and all amendments to each such Act as well as the regulations issued under each such Actmedical leave acts; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (gf) any and all claims for attorneys’ fees and costs. Executive Employee agrees that the release set forth in this section Section 4 shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred or specified under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveTo the fullest extent permitted by applicable law, Employee, on his own behalf and on behalf of Executive, and Executive’s his respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present current and future former: officers, agents, directors, employees, agents, investors, attorneys, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, corpora-tions and assigns, assigns (the “Releasees”) from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning sxx concerning, any claim, duty, obligation or cause of action relating to any matters of any kindkind arising out of or relating to his employment by the Company (except as provided in Section 7 of the Change in Control Agreement), or his service as an officer of the Company and/or a director of the Company, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement Release including, without limitation,: (a) any and all claims relating to or arising from Executive’s Employee's employment relationship with the Company and Company, or the termination of that relationshipemployment; (b) any and all claims relating to, or arising from, Executive’s Employee's right to purchase, or actual purchase of of, shares of stock of the CompanyCompany stock, including, without limitationbut not limited to, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction, including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, ; the Fair Labor Standards Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the California Older Workers Benefit Protection Act; the Family and Medical Leave Act; the Fair Credit Reporting Act; the North Carolina Equal Employment Practices Act; and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such ActNorth Carolina law; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Release; and (gh) any and all claims for attorneys’ attorney fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Consultant agrees that the foregoing consideration referred to in this Transition and Consulting Agreement between Consultant and IGM represents settlement in full of all outstanding obligations owed to Executive Consultant by IGM, its parents, subsidiaries, and affiliates, and each of their respective current and former officers, directors, Consultants, agents, investors, attorneys, shareholders, administrators, benefit plans, plan administrators, insurers, trustees, divisions, and predecessor and successor corporations and assigns (collectively, the Company“Releases”). ExecutiveConsultant, on Consultant’s own behalf and on behalf of Executive, and ExecutiveConsultant’s respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, Releases from, and agrees not to xxx sue concerning, or otherwise institute in any manner to institute, prosecute, or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Consultant may possess against any of the Releases arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date of date Consultant signs this Agreement Agreement, including, without limitation,: (a) 1.1 any and all claims relating to or arising from ExecutiveConsultant’s employment and service relationship with the Company IGM and the termination of that relationship; (b) 1.2 any and all claims relating to, or arising from, ExecutiveConsultant’s right to purchase, or actual purchase of shares of stock of the CompanyIGM, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) 1.3 any and all claims for of any jurisdiction, including wrongful discharge of employmentdischarge; constructive discharge; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) 1.4 any claims for violation of any federal, state, or municipal statute, including, but not limited to, the following, each as may be amended, and except as prohibited by law: any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Rehabilitation Act of 19671973, the Americans with Disabilities Act of 1990, the Equal Pay Act, the Fair Labor Standards Act, the Fair Credit Reporting Act, the Age Discrimination in Employment Act of 1967, the Older Workers Benefit Protection Act, the Employee Retirement Income Security Act of 1974, The the Worker Adjustment and Retraining Notification Act, the Family and Medical Leave Act, the Immigration Reform and Control Act, the California Family Rights Act, the California Labor Code, the California Workers’ Compensation Act, and the California Fair Employment and Housing Act; 1.5 any claim for any loss, and Labor Code section 201cost, et seq. and section 970damage, et seq. and all amendments to each such Act or expense arising out of the nonwithholding or other tax treatment of the proceeds received by Consultant from IGM as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive Consultant agrees that the this release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention Agreement. Nothing in this Agreement waives Executiveor claims that cannot be released as a matter of law. Consultant represents that Consultant does not intend to bring any claims on Consultant’s rights to indemnification own behalf or on behalf of any other person or entity against IGM or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insuranceother Releases.

Release of Claims. Executive agrees that the foregoing consideration Consulting Agreement and Consideration to be paid in accordance with Section 3 hereof and the terms and conditions of the Severance Agreement represents settlement in full of all outstanding obligations owed to Executive by the CompanyCompany and its current and former officers, directors, employees, agents, investors, attorneys, stockholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries, and predecessor and successor corporations and assigns (collectively, the “Releasees”). Executive, on Executive’s own behalf and on behalf of Executive, and Executive’s respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, Releasees from, and agrees not to xxx sue concerning, or otherwise institute in any manner to institute, prosecute, or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, demand, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess against any of the Releasees arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date (as defined below) of this Agreement Agreement, including, without limitation,limitation the following: (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Labor Standards Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967, ; the Americans with Disabilities Act of 1990, the Fair Labor Standards Older Workers Benefit Protection Act, ; the Employee Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the Family and Medical Leave Act; the Xxxxxxxx-Xxxxx Act of 2002; the California Family Rights Act; the California Labor Code; the California Workers’ Compensation Act; and the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Executive as a result of this Agreement; and (gh) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall Section 4 (the “Release”) will be and remain in effect in all respects as a complete general release as to the matters released. This release The Release does not extend to any severance obligations due Executive under the Management Retention Severance Agreement. The Release does not release claims that cannot be released as a matter of law, including, but not limited to, Executive’s right to file a charge with or participate in a charge by the Equal Employment Opportunity Commission, or any other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that any such filing or participation does not give Executive the right to recover any monetary damages against the Company; Executive’s release of claims herein bars Executive from recovering such monetary relief from the Company). Executive represents that Executive has made no assignment or transfer of any right, claim, complaint, charge, duty, obligation, demand, cause of action, or other matter waived or released by this Section 4. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Consultant agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Consultant by the CompanyCompany and its officers, managers, supervisors, agents and employees. ExecutiveConsultant, on his own behalf, and on behalf of Executive, and Executive’s his respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present current and future former: officers, agents, directors, employees, agents, investors, attorneys, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, corporations and assigns, assigns (the “Releasees”) from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning sxx concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Consultant may possess arising from any omissions, acts or facts that have occurred up until up, until, and including the Effective Date of this Agreement Agreement, including, without limitation,: (a) any and all claims relating to or arising from ExecutiveConsultant’s employment relationship with the Company Company, including Consultant’s termination from the position of Executive Vice President of Worldwide Operations, his transition to the position of consultant, as well as any employment and consultant-related claims arising prior to the termination of that relationshipEffective Date; (b) any and all claims relating to, or arising from, ExecutiveConsultant’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the Older Workers Benefit Protection Act; the California Fair Employment and Housing Act, and the California Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such ActCode; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Consultant as a result of this Agreement; and (gh) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as Notwithstanding anything contained herein to the matters released. This contrary, this release does not extend to any severance obligations due Executive under this Agreement, Consultant’s vested account balance under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights Solectron 401(k) Retirement Savings Plan, or any right to indemnification or any payments under any fiduciary directors and officers liability insurance policy, if any, provided by any act or agreement of coverage to which Consultant is otherwise entitled in accordance with the Company, state ’s articles or federal law or policy of insuranceby-laws.

Release of Claims. Except as set forth in the last paragraph of this Section 4, Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executivehimself, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx sue or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Executive Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention AgreementSeverance Agreement or to any vested rights to benefits Executive has under any employee benefit plans of the Company. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary or directors & officers insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee, on behalf of ExecutiveEmployee, and ExecutiveEmployee’s respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive Employee under the Management Retention Agreement. Nothing in this Agreement waives ExecutiveEmployee’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company. ExecutiveEmployee, on behalf of Executivehimself, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) 21.1 any and all claims relating to or arising from Executive’s Employee's employment relationship with the Company and the termination of that relationship; (b) 21.2 any and all claims relating to, or arising from, Executive’s Employee's right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) 21.3 any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) 21.4 any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seqET SEQ. and section 970, et seqET SEQ. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) 21.5 any and all claims for violation of the federal, or any state, constitution; (f) 21.6 any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) 21.7 any and all claims for attorneys’ ' fees and costs. Executive Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights or severance payments and benefits due to indemnification or Employee pursuant to the Amended and Restated Change in Control Agreement entered into by and between the Company and PictureTel, and assumed by Polycom. Employee acknowledges and agrees that any payments under any fiduciary insurance policy, if any, provided by any act or agreement breach of this paragraph shall constitute a material breach of the CompanyAgreement and in the case of a breach by Employee, state shall entitle the Company immediately to recover the monetary consideration discussed in paragraph 2 above. Employee shall also be responsible to the Company for all costs, attorneys' fees and any and all damages incurred by the Company (a) enforcing the obligation, including the bringing of any suit to recover the monetary consideration, and (b) defending against a claim or federal law suit brought or policy pursued by Employee in violation of insurancethis provision.

Release of Claims. Executive agrees that In consideration of the foregoing consideration represents settlement severance benefits set forth in full of all outstanding obligations owed the Letter Agreement, to Executive the fullest extent permitted by the Company. Executivelaw, you, on behalf of Executive, yourself and Executive’s respective your heirs, family members, executors executors, administrators and assigns, hereby fully and forever releases release the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assignsassigns (the “Releasees”), from, and agrees agree not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive you may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s your employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s your right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act.; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (gf) any and all claims for attorneys’ fees and costs. Executive agrees . (g) You and the Company agree that the release set forth in this section shall Section 6 will be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. The Executive agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to the Executive by the Company. The Executive, on his or her own behalf of Executive, and Executive’s his or her respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive he or she may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation, (a) any and all claims relating to to, or arising from from, the Executive’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, the Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, law and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; , termination in violation of public policy; , discrimination; , breach of contract, contract (both express and implied; ), breach of a covenant of good faith and fair dealing, dealing (both express and implied; ), promissory estoppel; , negligent or intentional infliction of emotional distress; , negligent or intentional misrepresentation; , negligent or intentional interference with contract or prospective economic advantage; , unfair business practices; , defamation; , libel; , slander; , negligence; , personal injury; , assault; , battery; , invasion of privacy; , false imprisonment; imprisonment and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Executive Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section Section 201, et seq. and section Section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Actthereunder; (e) any and all claims for violation of the federal, federal or any state, state constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. The Executive agrees that the release set forth in this section Section 4 shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.

Release of Claims. Executive agrees that In exchange for the foregoing consideration represents settlement in full of all outstanding obligations owed provided to Executive by you under this Agreement to which you would not otherwise be entitled, you hereby generally and completely release the Company. Executive, on behalf of Executive, and Executive’s respective heirsits affiliated, family membersrelated, executors parent and assignssubsidiary entities, hereby fully and forever releases the Company and its pastand their current and former directors, present and future officers, employees, shareholders, partners, agents, directorsattorneys, employeespredecessors, investorssuccessors, shareholders, administratorsinsurers, affiliates, divisionsand assigns from any and all claims, subsidiariesliabilities, parentsdemands, predecessor and successor corporationscauses of action, and assignsobligations, from, both known and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess arising from or in any omissionsway related to events, acts acts, conduct, or facts that have occurred up until omissions occurring at any time prior to and including the Effective Date of date you sign this Agreement includingAgreement. This general release includes, without limitation, but is not limited to: (a) any and all claims relating to or arising from Executive’s or in any way related to your employment relationship with the Company and the termination of that relationship; or your resignation; (b) any and all claims relating to, related to your compensation or arising from, Executive’s right to purchase, or actual purchase of shares of stock of benefits from the Company, includingincluding salary, without limitationbonuses, commissions, vacation pay, expense reimbursements, severance pay, fringe benefits, stock, stock options, or any claims for fraudother ownership, misrepresentationequity, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; profits interests in the Company; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express wrongful termination, and implied; breach of a the implied covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all tort claims, including claims for fraud, defamation, emotional distress, and discharge in violation of any public policy; and (e) all federal, state state, and local statutory claims, including claims for discrimination, harassment, retaliation, attorneys’ fees, or municipal statute, including, but not limited to, Title VII of other claims arising under the federal Civil Rights Act of 19641964 (as amended), the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the federal Americans with Disabilities Act of 1990. Notwithstanding the foregoing, you are not releasing the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; Company hereby from: (ei) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating obligation to employment or employment discrimination; and (g) any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as indemnify you pursuant to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement Articles and Bylaws of the Company, state any valid fully executed indemnification agreement with the Company, applicable law, or federal applicable directors and officers liability insurance; (ii) any claims that cannot be waived by law or policy to the extent such claims are not waivable as a matter of insurancelaw with this release; and (iii) any claims for breach of this Agreement.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the CompanyCompany up to and including December 31, 2003. ExecutiveEmployee, on his own behalf, and on behalf of Executive, and Executive’s his respective heirs, family members, executors executors, and assigns, hereby fully and forever releases the Company covering the period of his employment with the Company up to and including December 31, 2003 and its past, present and future officers, agents, directors, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees agree not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement Release including, without limitation,: (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; fraud; fraudulent inducement; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, Older Workers Benefit Protection Act; the California Fair Employment and Housing Act, and California Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act.; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Release; and (gh) any and all claims for attorneys’ fees and costs. Executive agrees The Company and Employee agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive incurred under this Release or to obligations provided for in the Management Retention Employment Agreement. Nothing Employee acknowledges and agrees that any breach of any provision of this Release shall constitute a material breach of this Release and shall entitle the Company immediately to recover the benefits provided to Employee pursuant to Section 1(a) of this Release. Employee shall also be responsible to the Company for all costs, attorneys’ fees and any and all damages incurred by the Company (a) enforcing the obligation, including the bringing of any suit to recover the monetary consideration, and (b) defending against a claim or suit brought or pursued by Employee in violation of this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insuranceprovision.

Release of Claims. Executive Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive Employee by the Company and, with respect to the Company, its officers, managers, supervisors, independent contractors and employees. ExecutiveEmployee, on his own behalf, and on behalf of Executive, and Executive’s his respective heirs, family members, executors and assigns, hereby fully and forever releases the Company and and, with respect to the Company, its past, present and future officers, agents, directors, directors and employees, investors, shareholders, administrators, and the Company’s affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning sxx concerning, any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive Employee may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date of this Agreement including, without limitation,: (a) any and all claims relating to or arising from ExecutiveEmployee’s employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, ExecutiveEmployee’s right to purchase, or actual purchase of of, shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for under the law of any jurisdiction including, but not limited to, wrongful discharge of employment; constructive discharge from employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, Older Workers Benefit Protection Act; the California Massachusetts Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Practice Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; (g) any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and (gh) any and all claims for attorneys’ fees and costs. Executive agrees The Company and Employee agree that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This Notwithstanding anything in this Agreement to the contrary, this release and agreement not to sxx does not extend to any severance obligations due Executive incurred under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights or to any obligations under Section 7, 8, 10, or 17 of the Employment Agreement or to any indemnification or contribution rights the Employee may have with respect to any payments under third-party claims. Employee acknowledges and agrees that any fiduciary insurance policyuncured material breach of any provision of this Agreement, if anyafter receipt by Employee of written notice specifying such breach and a reasonable opportunity to cure, provided by shall constitute a material breach of this Agreement and shall entitle the Company to recover any act or agreement direct damages resulting therefrom, including the right to cease the severance benefits hereunder to the extent of the Company, state or federal law or policy of insuranceany such damages.

Release of Claims. Executive agrees that Except as set forth in this Agreement or in the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company. Supplemental Agreement, Executive, on his own behalf and on behalf of Executive, and Executive’s his respective heirs, family members, executors executors, agents, and assigns, hereby fully and forever releases the Company and its past, present current and future former officers, agents, directors, employees, agents, investors, attorneys, shareholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries, parents, and predecessor and successor corporationscorporations and assigns (collectively, and assigns, the “Releasees”) from, and agrees not to xxx concerning, or otherwise institute in any manner to institute, prosecute, or cause to be instituted any legal or administrative proceedings concerning pursue, any claim, complaint, charge, duty, obligation obligation, demand, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess against any of the Releasees arising from any omissions, acts acts, facts, or facts damages that have occurred up until and including the Effective Date of this Agreement Agreement, including, without limitation,limitation except as specifically set forth in this Agreement or in the Supplemental Agreement: (a) a. any and all claims relating to or arising from Executive’s employment relationship with the Company and the termination conclusion of that relationship; (b) b. any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) c. any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and conversiondisability benefits; (d) d. any and all claims for violation of any federal, state state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, ; the Civil Rights Act of 1991, ; the Age Discrimination in Employment Rehabilitation Act of 1967, 1973; the Americans with Disabilities Act of 1990, ; the Equal Pay Act; the Fair Labor Standards Act, ; the Employee Fair Credit Reporting Act; the Executive Retirement Income Security Act of 1974, The ; the Worker Adjustment and Retraining Notification Act, ; the Family and Medical Leave Act; the Xxxxxxxx-Xxxxx Act of 2002; the California Family Rights Act; the California Labor Code; the California Workers’ Compensation Act; and the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) e. any and all claims for violation of the federal, federal or any state, state constitution; (f) f. any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; g. any claim for any loss, cost, damage, or expense arising out of any dispute over the nonwithholding or other tax treatment of any of the consideration the Parties negotiated in this Agreement; and (g) h. any and all claims for attorneys’ fees and costs. Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete and general release as to the matters released. This Notwithstanding any other term in this Agreement, this release does not extend to any severance obligations due Executive incurred under the Management Retention this Agreement. Nothing This release does not release claims that cannot be released as a matter of law, including Executive’s right to file a charge with, or participate in a charge by, the Equal Employment Opportunity Commission, or any other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws (related to employment) against the Company (with the understanding that any such filing or participation does not give Executive the right to recover any monetary damages against the Company, as Executive’s release of claims herein bars Executive from recovering such monetary relief from the Company). Notwithstanding any other term in this Agreement, nothing in this Agreement waives or releases Executive’s rights (i) to indemnification or any payments under any fiduciary insurance policy, if any, to the fullest extent provided by or in any corporate document or act or agreement of the Company, Company or state or federal law or insurance policy, including without limitation, the Indemnity Agreement and the Company’s directors and officers insurance policies, (ii) to any defense or payment under any insurance policy or otherwise, (iii) to Executive’s accrued vacation and salary, (iv) in and to Executive’s Change of insuranceControl and Retention Agreement, (v) to continuing coverage under any Company employee welfare benefit plan and in any accrued payment right under any Company employee welfare benefit plan (by way of examples only, rights to continued medical coverage and to reimbursement for a claim existing as of the date hereof), (vi) to reimbursement for all expenses incurred in the course and scope of Executive’s employment, (vii) in and to any accrued amount under any employee pension benefit plan of the Company (by way of example only, vested amounts under Executive’s account in the Company’s 401(k) plan), or (viii) Executive’s rights in all outstanding equity awards and shares resulting therefrom, which shall continue to be governed solely by the terms and conditions of the applicable stock plan and equity agreement governing each such outstanding equity awards; or (ix) Executive’s right to hold and sell equity Executive purchased on the open markets.

Release of Claims. Executive agrees that the foregoing consideration ----------------- represents settlement in full of all outstanding obligations owed to Executive by the Company. Executive, on behalf of Executive, Executive and Executive’s respective his or her heirs, family members, executors and assigns, hereby fully and forever releases the Company and its past, present and future respective officers, agents, directors, employees, investors, shareholdersstockholders, administrators, affiliates, divisions, subsidiaries, parents, predecessor and successor corporations, and assigns, from, of and agrees not to xxx or otherwise institute or cause to be instituted any legal or administrative proceedings concerning from any claim, duty, obligation or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive any of them may possess arising from any omissions, acts or facts that have occurred up until and including the Effective Date effective date of this Agreement including, without limitation, (a) any and all claims relating to or arising from Executive’s 's employment relationship with the Company and the termination of that relationship; (b) any and all claims relating to, or arising from, Executive’s 's right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law; (c) any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; breach of contract, both express and implied; breach of a covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; and defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; and conversion; (d) any and all claims for violation of any federal, state or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, The Worker Adjustment and Retraining Notification Act, the California Fair Employment and Housing Act, and Labor Code section 201, et seq. and section 970, et seq. and all amendments to each such Act as well as the regulations issued under each such Act; (e) any and all claims for violation of the federal, or any state, constitution; (f) any and all claims arising out of any other laws and regulations relating to employment or employment discrimination; and; (gf) any and all claims for attorneys’ fees and costsANY RIGHTS HE OR SHE MAY HAVE UNDER THE AGE DISCRIMINATION IN EMPLOYMENT ACT OF 1967 ("ADEA"). Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any severance obligations due Executive under the Management Retention Agreement. Nothing in this Agreement waives Executive’s rights to indemnification or any payments under any fiduciary insurance policy, if any, provided by any act or agreement of the Company, state or federal law or policy of insurance.EXECUTIVE FURTHER ACKNOWLEDGES THAT HE OR SHE HAS BEEN ADVISED BY THIS WRITING THAT (I) HE OR SHE SHOULD CONSULT WITH AN ATTORNEY PRIOR TO EXECUTING THIS AGREEMENT; (II) HE OR SHE HAS AT LEAST TWENTY- ----- ONE