EX-10.6 7 dex106.htm SEPARATION AGREEMENT AND MUTUAL RELEASE - DAVID STANLEY MAGMA DESIGN AUTOMATION SEPARATION AGREEMENT AND MUTUAL RELEASE
Exhibit 10.6
MAGMA DESIGN AUTOMATION
SEPARATION AGREEMENT AND MUTUAL RELEASE
This Separation Agreement and Mutual Release (“Agreement”) is made as of the 13th day of February, 2009 by and between Magma Design Automation, Inc. (the “Company”) and Xxxxx Xxxxxxx (“Employee”). The Parties desire to enter into this Agreement for the purpose of reaching an amicable separation of their employment relationship and to promote harmonious relations in the future.
1) | Separation Date. Employee’s last day worked at Magma will be 2/4/2009 (“the Separation Date”). |
a. Additionally, the Employee understands and agrees that this Agreement will release the Company from all claims arising under any federal, state or local law which prohibits employment discrimination on the basis of age, sex, race, color, national origin, religion, disability, veteran status, or any other such specially protected class. Such claims include, but are not limited to, claims arising under the Age Discrimination in Employment Act, Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act, and the California Fair Employment and Housing Act. The Employee also understands and agrees that this Agreement will release the Company from all tort claims and all contract claims, including, but not limited to, claims for defamation, invasion of privacy, fraud, emotional distress, personal injury, wrongful discharge, breach of contract, breach of implied employment contract, and claims based on any covenant of good faith and fair dealing. The Employee understands and agrees that this Agreement releases the Company from any obligation to pay the Employee any other form of severance pay other than as provided in this Agreement. Finally, the Employee understands and agrees that this Agreement releases the Company from all other claims that directly or indirectly relate to the Employee’s employment relationship with the Company. Employee does not release his rights under his Indemnification Agreement with the Company dated December 23, 2008, or under any of the Company’s Stock Option Agreement and Plans in which he has vested benefits, nor does Employee release any claims that cannot be released in a private settlement agreement. Employee reserves his right to enforce this Agreement.
b. The Company, in return for Employee signing this Agreement, hereby mutually releases, acquits and forever discharges Employee from all actions, cause of action, liabilities, disputes, judgments, obligations, damages and claims in any manner relating to Employee’s employment and termination from employment with the Company. The Company reserves its right to enforce this Agreement.
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a. The Parties agree that the amounts set forth in this Agreement are accurate and that neither Employee nor Company shall have any recovery against the other for amounts alleged to have been overpaid or underpaid on or before the Effective Date. The payments and benefits described in this Paragraph 7 are separate and distinct from the Release Proceeds and are not part of the consideration provided by the Company for the Employee’s release and other duties and obligations under this Agreement.
a. Employee understands that he may revoke this Agreement within 7 days after its execution. In order to revoke this Agreement, the Employee must deliver a written notice of revocation to the following: Xxxxxxxx X. Xxx, Vice President, Human Resources, 0000 Xxxxxxxxxx Xxxxx, Xxx Xxxx, XX 00000.
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b. If the Company does not receive such written notice within 7 days after the execution date, the Employee understands that he no longer will be able to revoke this Agreement.
c. Employee acknowledges that the Company advised the Employee to consult with an attorney before executing this Agreement. The Employee knows and understands the terms of this Agreement and has decided to voluntarily enter into and execute this Agreement.
d. The Effective Date of this Agreement will be on the 8th day after Employee signs it so long as Employee has not previously revoked the Agreement in writing as described in Paragraph 10(b) above.
14) | Release of Unknown/Unsuspected Claims. The Parties represent that they are not aware of any claim other than the claims that are released by this Agreement. The Parties expressly waive any rights or benefits available to them under the provisions of Section 1542 of the Civil Code of California, which provides in part: “A release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” Employee and the Company agree to expressly waive any rights either may have under such Section 1542, as well as under any other statute or common law principles of similar effect. |
16) | Costs. The Parties shall each bear their own costs, attorneys’ fees and other fees incurred in connection with this Agreement. |
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20) | No Oral Modification. This Agreement may not be orally modified and may only be amended in writing signed by Employee and the CFO or CEO of the Company. |
21) | Governing Law. This Agreement is governed by the laws of the State of California. |
23) | Paragraph Headings. The paragraph headings are only for convenience of reference and shall be of no effect in the interpretations of this Agreement. |
a. | They have read this Agreement; |
b. | They understand the terms and consequences of this Agreement and of the releases it contains; and |
c. | They are fully aware of the legal and binding effect of this Agreement. |
Magma Design Automation, Inc. | Xxxxx Xxxxxxx, an Individual | |||
/s/ Xxxxxxxx X. Xxx | /s/ Xxxxx Xxxxxxx | |||
Xxxxxxxx X. Xxx, Vice President, Human Resources
Date: 2/4/2009 | Date: 2/11/09 |
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