CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE

THIS CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made and entered into by and between Jacqueline Volles (“Volles”) and EveryWare Global, Inc., a Delaware corporation (together with its subsidiaries, the “Company”), for a final and complete resolution of all matters arising out of or relating in any way to Volles’s employment with the Company and the cessation thereof.

WHEREAS, Volles was formerly employed by the Company as Chief Marketing Officer;

WHEREAS, Volles’ employment with the Company ended on February 19, 2014;

WHEREAS, Volles has alleged certain claims against the Company in connection with her employment with and separation from the Company, including gender bias and retaliatory conduct;

WHEREAS, the Company denies the allegations made by Volles, and any allegations or claims of wrongdoing or liability of any kind; and

WHEREAS, Volles and the Company (together, the “Parties”) wish to compromise and fully and finally settle any and all claims and disputes that exist or may exist between the Parties.

NOW, THEREFORE, in consideration of the premises and mutual promises contained herein and of the further consideration set forth below, the receipt and sufficiency of which the Parties hereby acknowledge, the Parties stipulate, agree and consent as follows:

 

The Company will provide the Internal Revenue Service (“IRS”) and Volles an appropriate Form W-2 with respect to the portions of the Separation Payment paid directly to Volles as set forth in (i)-(iii) above, and a Form 1099 with respect to the portion of the Separation Payment reflecting attorneys’ fees reporting said sum in Box 14 as “Gross proceeds paid to an attorney,” and/or any other required tax reporting or information forms reflecting such payments. The portions of the Separation Payment set forth in (ii) and (ii) above shall be delivered to AVL within seven (7) days following the expiration of the Revocation Period as set forth herein, but only upon receipt of all necessary and applicable tax forms completed by the individual or entity to whom or which payments are being made. The Separation Payment under this Section 2 is conditioned upon Volles’ execution and delivery of this Agreement and non-revocation thereof prior to the expiration of the Revocation Period. Volles agrees to and hereby does indemnify the Company from and against the employee portion of any and all tax liabilities, interest and penalties that may be assessed against or incurred by her in connection with payments made by the Company to Volles pursuant to this Paragraph 2.

Reconciliation Act of 1985, as amended (“COBRA”), the Company will provide Volles with a lump-sum payment representing reimbursement for the cost of three (3) months of COBRA coverage at the current employee rate. Thereafter, any further continuation of coverage under COBRA shall be at Volles’ own expense. Continuation coverage shall in all respects be subject to the requirements, conditions and limitations of COBRA and of the medical and dental plans of the Company, which may be amended by the Company from time to time.

Capital Partners II, L.P., and Clinton Magnolia Master Fund, Ltd., and each of their respective affiliates, divisions and subsidiaries, and all present, former and future directors, members, officers, agents, representatives, employees, successors and assigns of the Company and/or its affiliates, divisions and subsidiaries, including but not limited to Monomoy Capital Partners, L.P., Monomoy Capital Partners II, L.P., and Clinton Magnolia Master Fund, Ltd., and each of their respective affiliates, divisions and subsidiaries (collectively, the “Company Released Parties”) from any and all claims, suits, controversies, actions, causes of action, cross‑claims, counter‑claims, demands, debts, compensatory damages, liquidated damages, punitive or exemplary damages, other damages, claims for costs and attorneys’ fees, or liabilities of any nature whatsoever in law and in equity, both past and present (through the date that this Agreement becomes effective and enforceable) and whether known or unknown, suspected, or claimed against the Company and/or any of the Company Released Parties which the Volles Releasors ever had, now have, or hereafter may have, by reason of any matter, cause, or thing whatsoever, from the beginning of Volles’s initial dealings with the Company to the date of this Agreement, and particularly, but without limitation of the foregoing general terms, any claims arising from or relating in any way to Volles’s employment relationship with Company, the terms and conditions of that employment relationship, and the termination of that employment relationship (including, but not limited to, any allegation, claim or violation, arising under: Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 1991; the Age Discrimination in Employment Act of 1967, as amended (including the Older Workers Benefit Protection Act); the Sarbanes-Oxley Act of 2002, as amended; the Equal Pay Act of 1963, as amended; the Americans with Disabilities Act of 1990; the Family and Medical Leave Act of 1993; the Worker Adjustment Retraining and Notification Act; the Employee Retirement Income Security Act of 1974; any applicable Executive Order Programs; the Fair Labor Standards Act; the Illinois Human Rights Act; the Illinois Bill of Rights §§ 17-18; the Illinois Minimum Wage Law; the Illinois Equal Pay Act; the Illinois Whistleblower Protection Act; the Illinois WARN statute; the Illinois Wage Payment and Collection Act; the Ohio Civil Rights Act, the Ohio Whistleblowers’ Protection Statute, the Ohio Minimum Fair Wage Standards Act, and Ohio Labor Law; or their state or local counterparts; or under any other federal, state or local civil or human rights law, or under any other local, state, or federal law, regulation or ordinance; or under any public policy, contract or tort, or under common law; or arising under any policies, practices or procedures of the Company; or any claim for wrongful discharge, breach of contract, infliction of emotional distress, defamation; or any claim for costs, fees, or other expenses, including attorneys’ fees incurred in these matters) (all of the foregoing collectively referred to herein as the “Claims”). Notwithstanding the foregoing, Volles acknowledges that she is not waiving and is not being required to waive her vested rights in any Company benefit plan (the plan documents of which and ERISA will continue to govern her rights thereunder), or any right that cannot be waived under law, including the right to file an administrative charge or participate in an administrative investigation or proceeding; provided, however, that Volles disclaims and waives any right to share or participate in any monetary award resulting from the prosecution of such charge or investigation or proceeding. Volles understands and intends that this General Release constitutes a general release of all claims and that no reference herein to a specific form

of claim, statute or type of relief is intended to limit the scope of this General Release. Volles represents that she has made no assignment or transfer of any right, claim, demand, cause of action, or other matter covered by this Paragraph 6. Nothing contained in this Agreement shall be construed to prohibit Volles from bringing appropriate proceedings to enforce this Agreement.

The Company agrees to disclose any such information only to its tax, legal or other counsel, its insurance providers or as required by law.

Executed this 14^th day

of April 2014

JACQUELINE VOLLES

Executed this 15^th day        

of April 2014

                        

EVERYWARE GLOBAL, INC.