Common use of SETTLEMENT AND WAIVER Clause in Contracts

SETTLEMENT AND WAIVER. 14.1 The Executive agrees to accept the arrangements contained in this Agreement in full and final settlement all and any claims including, for the avoidance of doubt any claims in respect of any share options granted to the Executive by the Company or any Group Company or other rights of action whatsoever and howsoever arising (whether under the laws of England and Wales, those of the European Union or any other law, and whether such claims are known or unknown to the parties and whether or not they are or could be in the contemplation of the parties at the time of signing this Agreement, including claims which as a matter of law do not at the date of this Agreement exist and whose existence cannot currently be foreseen and any claims or rights of action arising from a subsequent retrospective change or clarification of the law) which the Executive now has or may in the future have against the Company or any Group Company or any director, officer, employee, direct or indirect shareholder or agent (whether past or present) of the Company or any Group Company and the Executive hereby agrees to waive any such claims or rights of action. There will be excluded from this clause (i) any personal injury claims of which the Executive is unaware as at signing this Agreement (and the Executive hereby warrants that he is not aware of any circumstances that could give rise to a personal injury claim against any of the foregoing in the future); and (ii) any claims for pension rights accrued to the Employment Termination Date. For the avoidance of doubt, but not by way of limitation, this settlement compromises all employment rights under European law and all statutory employment protection rights under English law including the following (all as the same may be amended from time to time, and where the reference is to a statute it also includes all regulations made thereunder from time to time): 14.1.1 any claim whatsoever in respect of notice; 14.1.2 any claim(s) under or arising out of rights or obligations conferred by the Equal Pay Xxx 0000; 14.1.3 any claim(s) under or arising out of rights or obligations conferred by the Sex Discrimination Xxx 0000; 14.1.4 any claim(s) under or arising out of rights or obligations conferred by the Race Relations Xxx 0000; 14.1.5 any claims under or arising out of rights or obligations conferred by the Transfer of Undertakings (Protection of Employment) Regulations 1981; 14.1.6 any claim(s) under or arising out of rights or obligations conferred by the Trade Union and Labour Relations (Consolidation) Xxx 0000; 14.1.7 any claim(s) under or arising out of rights or obligations conferred by the Disability Discrimination Xxx 0000; 14.1.8 any claim(s) under or arising out of rights or obligations conferred by the Employment Rights Xxx 0000;

SETTLEMENT AND WAIVER. 14.1 The Executive agrees 11.1 Having consulted with, and taken legal advice from, the Advisor in respect of all claims and prospective proceedings that you may have against the Company, an Associated Company and/or a Protected Person, you: 11.1.1 assert that you have or may have claims (and therefore could bring proceedings) against the Company, an Associated Company and/or a Protected Person for any of the Employment Protection Claims; 11.1.2 agree and warrant that the Employment Protection Claims are all of the claims and prospective proceedings that you have against the Company, an Associated Company and/or a Protected Person arising out of or in connection with your employment and/or the holding of any office or its or their termination; and 11.1.3 agree and warrant that, you have not commenced proceedings before any Court or Tribunal in any jurisdiction against the Company and/or any Associated Company or any Protected Person in respect of any claim whatsoever, and will not do so or instruct anyone else to do so on your behalf. 11.2 Subject to Clause 11.3 below, you accept that the arrangements contained in Compensation Payment and benefits to be given to you under this Agreement are without admission of liability by the Company, any Associated Company or any Protected Person and, in good faith, are intended to be in full and final settlement of all the Employment Protection Claims, and all claims and complaints whatsoever, whether known or not, in whatever jurisdiction, whether under common law, contract, statute or pursuant to European Union law or otherwise, that you have or may have, including any claims includingor complaints in the future of which you do not have knowledge (including claims of which you could not have known) and whether these claims have come into existence or not, for against the avoidance Company, or an Associated Company, or a Protected Person, arising out of doubt or in connection with your employment and/or office or its termination, each and all of which are hereby waived. 11.3 Clause 11.2 shall: 11.3.1 not apply to any claims which you may have against the Company, any Associated Company or their respective officers or employees, in respect of any share options granted personal injury, the symptoms of which have not manifested themselves by or on the date of this Agreement (or of which, having used reasonable diligence, you should not reasonably be aware); 11.3.2 subject to the Executive by the Company or any Group Company or other rights Clause 11.3.1 above, apply to such matters as are referred to in Clause 11.2 regardless of action whatsoever and howsoever arising (whether under the laws of England and Wales, those of the European Union or any other law, and whether such claims are known or unknown to the parties and whether or not they you are or could be in the contemplation of the parties at the time of signing this Agreementaware, including claims which as a matter of law do not at the date of this Agreement exist and whose existence cannot currently be foreseen and any claims or rights of action arising from a subsequent retrospective change or clarification Agreement, of the law) which facts giving rise to such claim or right of action; 11.3.3 apply to such matters as are referred to in Clause 11.2 regardless of whether or not, as at the Executive now has or may in date of this Agreement, the future have against law recognises the Company or any Group Company or any director, officer, employee, direct or indirect shareholder or agent (whether past or present) existence of the Company or any Group Company and the Executive hereby agrees to waive any such claims or rights of action. There will be excluded from ; 11.3.4 not apply in respect of the enforcement of this clause (i) any personal injury claims of which Agreement; and 11.3.5 not apply in relation to accrued entitlements under the Executive is unaware as at signing pension scheme you and the Company contribute to. 11.4 You acknowledge that the Company has entered into this Agreement (in reliance on the warranties and the Executive hereby warrants that he is not aware of any circumstances that could give rise to a personal injury claim against acknowledgements you have given by in it. If you: 11.4.1 breach all or any of the foregoing warranties or undertakings set out in, or any material term of, this Agreement; 11.4.2 bring any of the Employment Protection Claims; 11.4.3 bring any claim relating to your employment and/or its termination, after all or part of the monies referred to in Clause 3 above have been paid to you the future); Company may, at its sole discretion, serve a written notice on you requiring you to immediately repay the Compensation Payment, the Severance Payment and (ii) the value of any claims for pension rights accrued benefits referred to in this Agreement to the Employment Termination DateCompany. For Those sums will be recoverable by the avoidance of doubtCompany as a debt, but not by way of limitationwithout prejudice to the Company's ability to pursue, this settlement compromises all employment rights under European law and all statutory employment protection rights under English law including the following (all in addition, any other relief available to it as the same may be amended just or appropriate flowing from time your breach. If the Company decides to timeexercise that option, and where the reference is to it will serve a statute it also includes all regulations made thereunder from time to time): 14.1.1 any claim whatsoever notice on you demanding such repayment. If you make a repayment in respect of notice; 14.1.2 any claim(s) under or arising out of rights or obligations conferred by the Equal Pay Xxx 0000; 14.1.3 any claim(s) under or arising out of rights or obligations conferred by the Sex Discrimination Xxx 0000; 14.1.4 any claim(s) under or arising out of rights or obligations conferred by the Race Relations Xxx 0000; 14.1.5 any claims under or arising out of rights or obligations conferred by the Transfer of Undertakings (Protection of Employment) Regulations 1981; 14.1.6 any claim(s) under or arising out of rights or obligations conferred by the Trade Union and Labour Relations (Consolidation) Xxx 0000; 14.1.7 any claim(s) under or arising out of rights or obligations conferred by the Disability Discrimination Xxx 0000; 14.1.8 any claim(s) under or arising out of rights or obligations conferred by accordance with this clause, the Employment Rights Xxx 0000;Protection Claims which have been settled under this Agreement will be reinstated. Alternatively, at the Company's election, such sums will be treated as an advance payment of any award that may be made to you by a Court or Tribunal.

SETTLEMENT AND WAIVER. 14.1 6.1 The Executive Employee agrees to accept the arrangements contained in this Agreement and any sums paid under its terms in full and final settlement of, and unconditionally and irrevocably waives, any and all present and future claims, rights of action, remedies, awards, damages, costs, fees and expenses however arising which he has or may have in any claims includingjurisdiction against the Company, for the avoidance of doubt any claims in respect of any share options granted to the Executive by the Company or any Group Company or other any of its or their directors, officers, partners, members, employees, professional advisers, agents or shareholders arising directly or indirectly from or in connection with his employment with the Company and/or its termination or loss of any office, or any pre-termination negotiations or discussions in relation to the termination of employment, or any rights of action whatsoever and howsoever arising (whether he has or may have under the laws of England and Walesany existing or proposed bonus or incentive scheme or arrangement, those of the European Union or any pension provision, or Company pension contributions, or any other matter including any common law or statutory claims whether under English law, European law, any of the Statutes, or any other applicable law such as (but not limited to) compensation for breach of contract, wrongful dismissal, personal injury and any and all of the Statutory Claims. To the extent that such claims against the Company, any Group Company, or any of its or their directors, officers, partners, or members, employees, professional advisers, agents or shareholders, either do not exist at present, or cannot be identified by one or both parties, the Employee acknowledges that they may at some future date arise or be identified, either because of facts coming to light or because of changes to the law, and whether agrees to unconditionally and irrevocably waive all and any such claims are known or unknown to claims. 6.2 The waiver in clause 6.1 above shall not affect the parties and whether or following: (a) any claim for personal injury, the symptoms of which have not they are or could be in the contemplation of the parties at the time of signing this Agreement, including claims which as a matter of law do not manifested themselves at the date of this Agreement exist and whose existence cannot currently be foreseen and Agreement; or (b) any claims or rights breach of action contract claim arising from a subsequent retrospective change an actual or clarification alleged breach of the law) which the Executive now has or may in the future have against terms of this Agreement; although no admission of liability is made by the Company or any Group Company or any director, officer, employee, direct or indirect shareholder or agent (whether past or present) of the Company or any Group Company and the Executive hereby agrees in relation to waive any such claims or rights of action. There will be excluded from this clause (i) any personal injury claims of which and the Executive is unaware Employee warrants that, as at signing the date of this Agreement (and the Executive hereby warrants that Agreement, he is not aware of any such claims or any facts or circumstances that could may give rise to a personal injury any such claims. 6.3 The Employee warrants that he: (a) will refrain from instituting or continuing and will immediately and unconditionally withdraw, in writing, any legal proceedings of any nature to or before any Employment Tribunal or court in relation to any claim against referred to in clause 6.1 and agrees that if any such proceedings are instituted or continued by him, or if he takes the benefit of any proceedings which may be commenced on his behalf, and that if not repaid to the Company pursuant to clause 8.2, the Settlement Sum paid to him will be accepted by him as being made on account of and applied towards any basic, compensatory, or any other award or damages or fees or costs or expenses award which may be made in his favour; (b) shall not make any subject access request (pursuant to the provisions of the foregoing Data Protection Axx 0000 or the General Data Protection Regulation (EU) 2016/679) after the date of this agreement (in relation to matters of which he was or ought reasonably to have been aware at the futuredate of this agreement) and any subject access request made before the date of this agreement shall be treated as immediately and unconditionally withdrawn. 6.4 The Employee warrants and agrees that, before entering into this Agreement, he has received independent legal advice as to the terms and effect of this Agreement and in particular as to its effect on his ability to pursue his rights, complaints and claims (including in particular the Statutory Claims) before an Employment Tribunal from Pxxxx Xxxxxxx of Bxxxxxx & Wxxx Solicitors, who is a relevant independent adviser as may be defined or referred to in each relevant Statute and who held appropriate insurance or an appropriate indemnity (as may be defined or referred to in each relevant Statute) on the date that such advice was given (the “Adviser”); . 6.5 The Employee will procure that the Adviser will complete the Certificate immediately following the Employee’s execution of this Agreement, and promptly deliver the completed certificate to the Company’s solicitors. 6.6 The conditions regulating compromise agreements and/or settlement agreements under or referred to in each Statute are satisfied. In particular, but without limitation, the conditions set out in section 147(3)(c) and (iid) any claims for pension rights accrued to of the Employment Termination Date. For the avoidance of doubt, but not by way of limitation, this settlement compromises all employment rights under European law and all statutory employment protection rights under English law including the following (all as the same may be amended from time to time, and where the reference is to a statute it also includes all regulations made thereunder from time to time): 14.1.1 any claim whatsoever in respect of notice; 14.1.2 any claim(s) under or arising out of rights or obligations conferred by the Equal Pay Xxx 0000; 14.1.3 any claim(s) under or arising out of rights or obligations conferred by the Sex Discrimination Xxx 0000; 14.1.4 any claim(s) under or arising out of rights or obligations conferred by the Race Relations Xxx 0000; 14.1.5 any claims under or arising out of rights or obligations conferred by the Transfer of Undertakings (Protection of Employment) Regulations 1981; 14.1.6 any claim(s) under or arising out of rights or obligations conferred by the Trade Union and Labour Relations (Consolidation) Xxx 0000; 14.1.7 any claim(s) under or arising out of rights or obligations conferred by the Disability Discrimination Xxx 0000; 14.1.8 any claim(s) under or arising out of rights or obligations conferred by the Employment Rights Xxx 0000;Equality Axx 0000 are met.

SETTLEMENT AND WAIVER. 14.1 The Executive 7.1 Mr Mould asserts that he may have statutory claims and could bring proceedings in an Employment Tribunal against the Company and/or any of its Group Companies for: (a) unfair dismissal; (b) redundancy; (c) breach of contract; (d) unauthorised deduction of wages; (e) sex discrimination; (f) race discrimination; (g) disability discrimination; (h) claims relating to a protected disclosure. 7.2 While the Company and any of its Group Companies disputes the assertion, Mr Mould agrees to accept the Settlement Sum and the arrangements contained in this Agreement in full and final settlement all and any claims including, for of: 7.2.1 his entitlement to bring the avoidance of doubt any claims in respect of Clause 7.1 above; and 7.2.2 any share options granted to the Executive by the Company or any Group Company or other and all present and future claims, rights of action action, remedies, costs and expenses whatsoever and howsoever arising (whether under the laws of England and Wales, those of the European Union or any other law, and whether such claims are known or unknown to the parties and whether or not they are or could be in the contemplation of the parties at the time of signing this Agreement, including claims which as a matter of law do not at the date of this Agreement exist and whose existence cannot currently be foreseen and any claims or rights of action arising from a subsequent retrospective change or clarification of the law) which the Executive now he has or may have in the future have any jurisdiction against the Company or any of its Group Companies or any of their directors or officers, employees, professional advisers, agents or shareholders arising from or in connection with his employment with the Company or any directorof its Group Companies and/or the termination of such employment or loss of any office, officeror any rights he has or may have under any existing or proposed bonus or incentive scheme or arrangement, employeeor any pension provision relating to the Pension Scheme, direct including any common law or indirect shareholder statutory claims, whether under English law, European law, or agent any other applicable law such as (whether past but not limited to) compensation for breach of contract, wrongful dismissal, tort, and any and all of the Statutory Claims. The parties expressly agree that this waiver shall apply to future claims by Mr Mould against the Company and its Group Companies arising out of or present) relating to his employment or its termination or any act or omission by such company after the termination of his employment regardless of the fact that those may be unknown to either Mr Mould, to the Company or to a Group Company of the Company or any Group the factual basis for such a claim may not be known or may not yet have arisen. 7.3 The Statutory Claims referred to in Clause 7.2 of this Agreement are claims against the Company and its Group Companies and/or their officers, employees and agents for breaches of the Executive hereby agrees Equal Pay Act 1970, the Sex Dixxxxxxxxtion Act 1975, the Race Relations Axx 0000, the Trade Xxxxx xxd Labour Relations (Consolidation) Act 1992, the Disabixxxx Xxxcrimination Act 1995, the Employment Tribuxxxx Xxx 1996, the Employxxxx Xxxhts Act 1996, the Working Time Regxxxxxxxx 1998, the National Minimum Wage Act 1998, the Employment Relatxxxx Xxx 1999, the Trans-xxxxxxxx Information and Consultation of Employees Regulations 1999, the Maternity and Parental Leave, etc Regulations 1999, the Part-time Workers (Prevention of Less Favourable Treatment) Regulations 2000, the Fixed-term Employees (Prevention of Less Favourable Treatment) Regulations 2002, the Flexible Working (Procedural Requirements) Regulations 2002, the Flexible Working (Eligibility, Complaints and Remedies) Regulations 2002, the Employment Act 2002; the Employment Equalxxx (Xxxigion or Belief) Regulations 2003, and the Employment Equality (Sexual Orientation) Regulations 2003, including (but not limited to) claims of unfair dismissal, automatic unfair dismissal, a redundancy payment, discrimination on grounds of race, religion or belief, ethnic or national origin, sex, sexual orientation and disability discrimination, unlawful deductions from wages, for detriment or dismissal or selection for redundancy on the grounds related to waive having made a protected disclosure, detrimental treatment and breaches of Mr Mould's rights and/or the obligations of the Company's and its Group Companies under the provisions of the legislation mentioned above, (which the Company and its Group Companies and their officers, employees and agents dispute). 7.4 The waiver in clause 7.2 shall not affect any claim in relation to Mr Mould's accrued pension entitlement or any industrial injury, personal injury or any breach of the terms of this Agreement although no admission of liability is made by the Company in relation to any such claims or rights of action. There will be excluded from this clause (i) any personal injury claims of which the Executive is unaware as at signing this Agreement (and the Executive hereby warrants Mr Mould confirms that he is not aware of any circumstances such claims as at the date of this Agreement). 7.5 Mr Mould warrants that could give rise he has not and undertakes that he will not institute any legal proceedings to a personal injury or before any Employment Tribunal or court in relation to any claim against referred to in Clause 7.1 and agrees that if any such proceedings of the foregoing nature referred to in Clauses 7.1, 7.2, 7.3 are or have been instituted by him in breach of this Clause, the Settlement Sum will be accepted by him as being made on account of and applied towards any basic, compensatory or any other award or damages or costs award which may be made in his favour and the Company shall have the option to demand the immediate repayment of the Settlement Sum paid to Mr Mould, whereupon Mr Mould will immediately repay such sum. 7.6 Mr Mould warrants and agrees that he has received independent legal advice as to the terms and effect of this Agreement and in particular as to its effect on his ability to pursue his claims (including in particular the Statutory Claims) before an Employment Tribunal from Kate Ward of Penningtons Solicxxxxx, Xxwbury House, 20 Kings Road West, Xxxxxxx, Xxxxxxxxx, XX00 0XX ("xxx Xxxxx Xxxxxxx") xxx xx a relevant independent adviser as defined by S.203(3A) of the Employment Rights Act 1996 and who holds appropriate insurance (as defined by S.203(3)(d) of the Employment Rights Act 1996). 7.7 Mr Mould agrees and warrants that, having taken legal advice from the Legal Adviser, the claims listed at Clause 7.1 are all the statutory claims which Mr Mould has or may have against the Company and its Group Companies and he confirms that he has raised all relevant facts and matters pertaining to his engagement, his term of employment and the termination of his employment and his directorship and its termination with the Legal Adviser and the Company and he acknowledges that the Company enters into this Agreement in reliance on the warranty given by him in this Clause. 7.8 Mr Mould will procure that the Legal Adviser will send a letter within two days of the execution of this Agreement to the Company's solicitors, Hogan & Hartson, in the future); and (ii) any claims for pension rights accrued to the Employment Termination Date. For the avoidance of doubt, but not by way of limitation, this settlement compromises all employment rights form sxx xxt ix Xxxxxule 1. 7.9 The conditions regulating compromise agreements under European law and all statutory employment protection rights under English law including the following (all as the same may be amended from time to time, and where the reference is to a statute it also includes all regulations made thereunder from time to time): 14.1.1 any claim whatsoever in respect of notice; 14.1.2 any claim(s) under or arising out of rights or obligations conferred by the Equal Pay Xxx 0000; 14.1.3 any claim(s) under or arising out of rights or obligations conferred by the Sex Discrimination Xxx 0000; 14.1.4 any claim(s) under or arising out of rights or obligations conferred by Act 1975, the Race Relations Xxx Axx 0000; 14.1.5 any claims under or arising out of rights or obligations conferred by the Transfer of Undertakings (Protection of Employment) Regulations 1981; 14.1.6 any claim(s) under or arising out of rights or obligations conferred by , the Trade Union and xxd Labour Relations (Consolidation) Xxx 0000; 14.1.7 any claim(s) under or arising out of rights or obligations conferred by Act 1992, the Disability Discrimination Xxx 0000; 14.1.8 any claim(s) under or arising out of rights or obligations conferred by Xxxcrimination Act 1995, the Employment Rights Rightx Xxx 0000;0096, the Working Xxxx Xegulations 1998, the National Minimum Wage Act 1998, the Trans-xxxxxxxx Information and Consultation of Employees Regulations 1999, the Employment Equality (Religion or Belief) Regulations 2003, and the Employment Equality (Sexual Orientation) Regulations 2003, the Part-time Workers (Prevention of Less Favourable Treatment) Regulations 2000 and the Fixed Term Employees (Prevention of Less Favourable Treatment) Regulation 2002 are satisfied.

SETTLEMENT AND WAIVER. 14.1 7.1 The Executive agrees purpose of this Agreement is to accept settle fully and finally any of the arrangements Claims the Employee may have whatsoever against the Company or any Associated Companies (or any of their respective officers, directors or shareholders) arising from his employment or termination of employment with the Company or any Associated Companies, it not being admitted by the Company (either for itself or any Associated Company) that he has any such Claim. 7.2 The purpose of this Agreement is to settle fully and finally any claims the Company or any Associated Companies (or any of their respective officers, directors or shareholders) may have whatsoever against the Employee arising from his employment or termination of employment with the Company or any Associated Companies, it not being admitted by the Employee that the Company or any Associated Companies (or any of their respective officers, directors or shareholders) has any such Claim. 7.3 The terms contained in this Agreement are in full and final settlement of the Claims and the Employee represents to the Company that the Employee accepts the terms of this Agreement in full and final settlement all and any claims including, for of the avoidance of doubt any claims in respect of any share options granted Claims. 7.4 The Employee represents to the Executive by Company that the Company or any Group Company or other rights of action whatsoever and howsoever arising (whether under Employee accepts the laws of England and Wales, those of the European Union or any other law, and whether such claims are known or unknown to the parties and whether or not they are or could be in the contemplation of the parties at the time of signing this Agreement, including claims which as a matter of law do not at the date terms of this Agreement exist in full and whose existence cannot currently be foreseen and final settlement of any claims or rights of action arising from a subsequent retrospective change or clarification of that the law) which the Executive now Employee has or may in the future have against the Company or any Group Associated Company (or any directorof their respective officers, officerdirectors or shareholders) relating to his or her employment, employeethe termination of his or her employment or any other matter including (without limitation) any action that might be commenced before a rights commissioner, direct any employment tribunal or indirect shareholder similar or agent any court of law in respect of any or all of the following claims: (whether past a) Any common law claims, including for wrongful dismissal, breach of contract or presenttort claims (including, without limitation, any personal injury claims); (b) Unfair or constructive dismissal under the Unfair Dismissals Acts 1977-2007; (c) Unlawful deduction from wages under the Payment of Wages Axx 0000; or (d) Any other claims under the Redundancy Payments Acts 1967 to 2003, the Protection of Exxxxxxxx Xxx 0000, the Minimum Notice and Terms of Employment Acts 1973 to 2001, the Organisation of Working Time Axx 0000, Protection of Employees (Fixed- Term Work) Axx 0000, the Employment Equality Acts 1998 to 2004, the Terms of Employment (Information) Axx 0000, the Data Protection Acts 1988 and 2004 and all other Irish employment related legislation) or otherwise. 7.5 The Employee warrants and further represents that the Claims are all of the claims that have been or will be contemplated by the Employee. 7.6 The Employee hereby agrees that, except for sums and matters referred to in this Agreement, no other sums are due to him from the Company or any Group Company and the Executive hereby agrees to waive any such claims or rights of action. There will be excluded from this clause (i) any personal injury claims of which the Executive is unaware as at signing this Agreement (and the Executive hereby warrants that he is not aware of any circumstances that could give rise to a personal injury claim against any of the foregoing in the future); and (ii) any claims for pension rights accrued to the Employment Termination Date. For the avoidance of doubt, but not by way of limitation, this settlement compromises all employment rights under European law and all statutory employment protection rights under English law including the following (all as the same may be amended from time to time, and where the reference is to a statute it also includes all regulations made thereunder from time to time): 14.1.1 any claim whatsoever in respect of notice; 14.1.2 any claim(s) under or arising out of rights or obligations conferred by the Equal Pay Xxx 0000; 14.1.3 any claim(s) under or arising out of rights or obligations conferred by the Sex Discrimination Xxx 0000; 14.1.4 any claim(s) under or arising out of rights or obligations conferred by the Race Relations Xxx 0000; 14.1.5 any claims under or arising out of rights or obligations conferred by the Transfer of Undertakings (Protection of Employment) Regulations 1981; 14.1.6 any claim(s) under or arising out of rights or obligations conferred by the Trade Union and Labour Relations (Consolidation) Xxx 0000; 14.1.7 any claim(s) under or arising out of rights or obligations conferred by the Disability Discrimination Xxx 0000; 14.1.8 any claim(s) under or arising out of rights or obligations conferred by the Employment Rights Xxx 0000;Associated Company.

SETTLEMENT AND WAIVER. 14.1 6.1 The Executive agrees purpose of this Agreement is to accept settle fully and finally any of the arrangements Claims the Employee may have whatsoever against the Company or any Associated Companies (or any of their respective officers, directors or shareholders) arising from his employment or termination of employment with the Company or any Associated Companies, it not being admitted by the Company (either for itself or any Associated Company) that he has any such Claim. 6.2 The purpose of this Agreement is to settle fully and finally any claims the Company or any Associated Companies (or any of their respective officers, directors or shareholders) may have whatsoever against the Employee arising from his employment or termination of employment with the Company or any Associated Companies, it not being admitted by the Employee that the Company or any Associated Companies (or any of their respective officers, directors or shareholders) has any such Claim. 6.3 The terms contained in this Agreement are in full and final settlement of the Claims and the Employee and the Company represent to each other that each accepts the terms of this Agreement in full and final settlement all and any claims including, for of the avoidance of doubt any claims in respect of any share options granted Claims. 6.4 The Employee represents to the Executive by Company that the Company or any Group Company or other rights of action whatsoever and howsoever arising (whether under Employee accepts the laws of England and Wales, those of the European Union or any other law, and whether such claims are known or unknown to the parties and whether or not they are or could be in the contemplation of the parties at the time of signing this Agreement, including claims which as a matter of law do not at the date terms of this Agreement exist in full and whose existence cannot currently be foreseen and final settlement of any claims or rights of action arising from a subsequent retrospective change or clarification of that the law) which the Executive now Employee has or may in the future have against the Company or any Group Associated Company (or any directorof their respective officers, officerdirectors or shareholders) relating to his or her employment, employeethe termination of his or her employment or any other matter including (without limitation) any action that might be commenced before a rights commissioner, direct any employment tribunal or indirect shareholder similar or agent any court of law in respect of any or all of the following claims: (whether past a) Any common law claims, including for wrongful dismissal, breach of contract or presenttort claims (including, without limitation, any personal injury claims); (b) Unfair or constructive dismissal under the Unfair Dismissals Acts 1977-2007; (c) Unlawful deduction from wages under the Payment of Wages Axx 0000; or (d) Any other claims under the Redundancy Payments Acts 1967 to 2003, the Protection of Exxxxxxxx Xxx 0000, the Minimum Notice and Terms of Employment Acts 1973 to 2001, the Organisation of Working Time Axx 0000, Protection of Employees (Fixed-Term Work) Axx 0000, the Employment Equality Acts 1998 to 2004, the Terms of Employment (Information) Axx 0000, the Data Protection Acts 1988 and 2004 and all other Irish employment related legislation) or otherwise. 6.5 The Employee warrants and further represents that the Claims are all of the claims that have been or will be contemplated by the Employee. 6.6 The Employee hereby agrees that, except for sums and matters referred to in this Agreement, no other sums are due to him from the Company or any Group Company and the Executive hereby agrees to waive any such claims or rights of action. There will be excluded from this clause (i) any personal injury claims of which the Executive is unaware as at signing this Agreement (and the Executive hereby warrants that he is not aware of any circumstances that could give rise to a personal injury claim against any of the foregoing in the future); and (ii) any claims for pension rights accrued to the Employment Termination Date. Associated Company. 6.7 For the avoidance of doubt, but not by way the Company confirms that, notwithstanding the terms of limitationthis Agreement or otherwise, this settlement compromises all employment rights under European law the terms of the Deed of Indemnity dated May 8, 2009 between the Company and all statutory employment protection rights under English law including the Employee will, pursuant to Clause 4.2 thereof, remain in full force and effect following (all as the same may be amended from time to time, and where the reference is to a statute it also includes all regulations made thereunder from time to time): 14.1.1 any claim whatsoever in respect of notice; 14.1.2 any claim(s) under or arising out of rights or obligations conferred by the Equal Pay Xxx 0000; 14.1.3 any claim(s) under or arising out of rights or obligations conferred by the Sex Discrimination Xxx 0000; 14.1.4 any claim(s) under or arising out of rights or obligations conferred by the Race Relations Xxx 0000; 14.1.5 any claims under or arising out of rights or obligations conferred by the Transfer of Undertakings (Protection of Employment) Regulations 1981; 14.1.6 any claim(s) under or arising out of rights or obligations conferred by the Trade Union and Labour Relations (Consolidation) Xxx 0000; 14.1.7 any claim(s) under or arising out of rights or obligations conferred by the Disability Discrimination Xxx 0000; 14.1.8 any claim(s) under or arising out of rights or obligations conferred by the Employment Rights Xxx 0000;Termination Date.