The Executive Release Clause Samples
The Executive Release clause serves to formally release the executive from certain claims or liabilities upon their departure from a company. Typically, this clause requires the executive to sign a release agreement as a condition for receiving severance pay or other post-employment benefits, and it may specify which types of claims are covered, such as those related to employment or termination. Its core practical function is to protect the company from future legal actions by the departing executive, ensuring a clean break and reducing the risk of post-employment disputes.
The Executive Release. The Executive and his representatives, heirs, successors, and assigns do hereby completely release and forever discharge the Company, any Affiliate, and its and their present and former shareholders, officers, directors, agents, employees, attorneys, successors, and assigns (collectively, “Released Parties”) from all claims, rights, demands, actions, obligations, liabilities, and causes of action of every kind and character, known or unknown, which the Executive may have now or in the future arising from any act or omission or condition occurring on or prior to the Effective Date (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 arising under the Fair Labor Standards Act, the National Labor Relations Act, the Family and Medical Leave Act, the Executive Retirement Income Security Act of 1974, the Americans with Disabilities Act, Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the California Fair Employment and Housing Act, and the California Family Rights Act, as well as any claims asserting wrongful termination, breach of contract, breach of the covenant of good faith and fair dealing, negligent or intentional infliction of emotional distress, negligent or intentional misrepresentation, negligent or intentional interference with contract or prospective economic advantage, defamation, invasion of privacy, and claims related to disability. Except as set forth in the next sentence, Released Claims shall also include, but not be limited to, any claims for severance pay, bonuses, sick leave, vacation pay, life or health insurance, or any other fringe benefit, or any claims relating to any bona fide disputes or controversies (other than a dispute or controversy regarding the determination of fair market value that in accordance with the applicable arrangement is to be, or may be, determined by an independent appraiser) concerning (i) awards made to the Executive under the 2008 Team Resto Ownership Plan, the Restoration Hardware 2012 Equity Replacement Plan, the Restoration Hardware 2012 Stock Incentive Plan or similar plans, (ii) the repurchase of any such awards by Home Holdings, LLC, Restoration Hardware Holdings, Inc. or the Company, ...
The Executive Release. (a) As a material inducement to the Company to enter into this Agreement, the Executive knowingly and voluntarily releases, acquits and forever discharges the Company, its divisions and affiliates and each of their predecessors, successors, assigns, agents, directors, officers, employees, representatives, and all persons acting by, through, under or in concert with any of them (hereinafter referred to collectively as the "Releasees"), from any and all charges, complaints, claims, liabilities, obligations, promises, agreements, controversies, damages, actions, causes of action, suits, rights, demands, costs, losses, debts and expenses of any nature whatsoever (upon any legal or equitable theory, whether contractual, common-law, statutory, federal, state, local or otherwise), known or unknown, suspected or unsuspected, which, from the beginning of the world up to and including the Separation Date, exists, have existed, or may hereafter arise, which and which the Executive or his heirs, executors, administrators, successors and assigns ever had, now has or at any time hereafter may have, own or hold against each or any of the Releasees; provided, however, that the foregoing release does not -------- ------- extend to any obligations of the Releasees under this Agreement, any rights with respect to indemnification under the Company's charter and bylaws and any rights with respect to the plans listed on Schedule 9(a) hereto. Subject to the foregoing proviso, by executing this Agreement, the claims the Executive is waiving include, but are not limited to, all claims relating to the Executive's employment by any of the Releasees, the terms and conditions of such employment and/or the termination of such employment; all claims of alleged discrimination on the basis of age or any other type of discrimination and/or retaliation against the Releasees under federal, state or local statute or ordinance, including without limitation the Americans With Disabilities Act; Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 1991, as amended; the Civil Rights Act of 1866, as amended; the Age Discrimination in Employment Act; the Older Workers Benefit Protection Act; the Family and Medical Leave Act; the New York State Executive Law; and the Administrative Code of the City of New York; the New York State Labor Law; and the Employee Retirement Income Security Act of 1974, as amended (excluding accrued, vested benefits under any employee pension plan)...