Resignations and Release Clause Samples
The 'Resignations and Release' clause requires certain individuals, such as directors or officers, to formally resign from their positions and release the company from any future claims upon the termination of their relationship with the company. In practice, this means that when an employee or executive leaves, they must submit written resignations from all relevant roles and sign a release waiving any potential legal claims against the company related to their service. This clause ensures a clean break between the parties, preventing future disputes and providing legal certainty for both the departing individual and the company.
Resignations and Release. If the employment of the Executive is terminated for any of the reasons set forth in Article 6 hereof, the Executive shall immediately tender his resignation from any position he may hold as an officer or director of the Corporation. Upon the payment of the appropriate amounts described in this Agreement, if any, the employee agrees to accept such payment as full and complete satisfaction of any and all outstanding obligations, from the Corporation to the Executive. The Executive further agrees to provide the Corporation, prior to any payments hereunder, with an executed Release in a form satisfactory to the Corporation, with respect to all matters arising out of this Agreement, the termination of this Agreement and the termination of the employment relationship.
Resignations and Release. All officers, directors and managers shall have tendered their resignation as a director, officer or manager of ZoneCare. As part thereof, except for claims related to the terms and conditions of this Agreement including, without limitation, any claims made pursuant to Article 7 herein, all of the Sellers and ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ and ▇▇▇▇ ▇▇▇▇▇ (“Select Officers”) hereby agree to individually release Zonecare from all actions and demands, suits, claims, accounts, covenants, contracts, agreements, promises, torts, damages, judgments, executions, debts, dues, sums of money, reckonings, bonds, bills, specialties, controversies, variances, trespasses, liabilities and demands whatsoever, known and unknown, matured and unmatured, in law or in equity, or both against Zonecare which Sellers and Select Officers had, now have or hereinafter can, shall, or may have, against Zonecare from the beginning of the world to the Closing Date whether contingent known or unknown including, without limitation, any liability relating to their roles, where applicable, as officers, directors and managers of Zonecare. In addition to the foregoing, except for claims related to the terms and conditions of this Agreement including, without limitation, any claims made pursuant to Article 7 herein, as of the Closing Date, Zonecare agrees to release each of the Sellers and the Select Officers from all actions and demands, suits, claims, accounts, covenants, contracts, agreements, promises, torts, damages, judgments, executions, debts, dues, sums of money, reckonings, bonds, bills, specialties, controversies, variances, trespasses, liabilities and demands whatsoever, known and unknown, matured and unmatured, in law or in equity, or both against Sellers and the Select Officers which Zonecare had, now has or hereinafter can, shall, or may have, against Sellers and the Select Officers from the beginning of the world to the Closing Date whether contingent known or unknown including, without limitation, any liability relating to their roles, where applicable, as officers, directors and managers of Zonecare. This Section 5.9 shall survive the termination or expiration of the Agreement. Any claims related to this Section 5.9 shall be limited to the Cap Amount (defined in Section 7.5 of this Agreement) and the aforementioned parties shall only be entitled to seek a remedy for a claim solely against the actual Escrow Amount (defined herein).
Resignations and Release. Subject to confirmation that insurance coverage is maintained as contemplated in Section 5.7, Wedge will obtain and deliver to Corporation at the Effective Time evidence reasonably satisfactory to Corporation of the resignation and full release in favour of Wedge effective as of the Effective Time of those directors designated by Corporation to Wedge in writing at least five calendar days prior to the Effective Time.
Resignations and Release. Parent shall have received, in form and substance reasonably satisfactory to Parent and its counsel, (i) resignations from all the officers and directors of Lobd▇▇▇ ▇▇▇ any trustee under any of Lobdell's employee benefit plans who is not an employee of Lobd▇▇▇ ▇▇ a third party which is independent of Lobd▇▇▇ ▇▇▇ (ii) general releases of all claims which the officers and directors of Lobd▇▇▇ ▇▇▇ have against Lobd▇▇▇, ▇▇cept for accrued employee benefits and current salary and such claims as may be disclosed in Section 2.01(j) of the Disclosure Schedule.
Resignations and Release. Hunt ▇▇▇ll have tendered her resignation as a director and officer of Sunrise; and all other directors and officers shall have tendered their resignations. As part thereof, all officers and directors shall have released all claims against Sunrise, whether contingent known or unknown
Resignations and Release. If the employment of the Executive is terminated for any of the reasons set forth in Section 7(c), (d), (e), (f) or (g) above, the Executive shall immediately tender his resignation from any position he may hold as an officer or director of the Company. The Executive further agrees to provide the Company, prior to and in consideration for receiving any payments provided under Sections 7(c), (d), or (e) above, as applicable, with an executed release in a form satisfactory to the Company. All payments provided under Sections 7(c), (d), or (e) above, as applicable, shall be conditioned upon the execution, non-revocation, and delivery of the release agreement to the Company within sixty (60) days following the Executive’s termination of employment. In the event that the Company does not receive a properly executed release agreement by the Executive within the appropriate time frame, the Executive shall not be entitled to receive any payments or benefits pursuant to Sections 7(c), (d), or (e) above, as applicable, or pursuant to the common law, subject only to the minimum notice or termination pay requirements under applicable employment standards legislation. The Company shall deliver the final form of the release agreement for the Executive’s consideration within the three (3) day period immediately following the Executive’s termination of employment date in order to ensure that the Executive has adequate time to complete each of his requirements set forth herein. The Executive shall be expressly required to waive any claim, complaint or cause of action he may have pursuant to statute or common law of Alberta arising out of, or in any way related, to the termination of the Executive’s employment in exchange for any payments under Sections 7(c), (d), or (e) above.
Resignations and Release. Yamin and Ward ▇▇▇ll have tendered their resignation as a director and officer of PRI and NCL; and all other directors and officers shall have tendered their resignations. As part thereof, all officers and directors shall have released all claims against PRI and NCL, whether contingent known or unknown, except for indemnity rights that arise by statute or under the Certificate of Incorporation or By-laws of PRI or NCL to the extent that the activity that gives rise to the right to indemnity is not activity that constitutes a breach of any representation or warranty herein.
Resignations and Release. If the employment of the Executive hereunder is terminated in accordance with the terms of this Agreement, the Executive shall tender his resignation from all positions he may hold as an officer of the Company or any of its subsidiaries And the Executive shall provide the Company with a full and complete release of all claims of every name and nature (substantially in the form of Exhibit A hereto).