Grouped Into 21 Collections of Similar Clauses From Business Contracts
This page contains General Release clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
General Release. Any other provision of this Agreement notwithstanding, Executive is only eligible for the benefits under Section 2 and 3 if the Executive (i) has executed a general release of all known and unknown claims that he or she may then have against the Company or persons affiliated with the Company and such release has become effective and (ii) has agreed not to prosecute any legal action or other proceeding based upon any of such claims. The release must be in the form prescribed by the Company, witho...ut alterations (this document effecting the foregoing, the "Release"). The Company will deliver the form of Release to the Executive within ten (10) days after the Executive's Separation. The Executive must execute and return the Release within the time period specified in the form and in all events within sixty (60) days following the termination event described in Section 2 or 3, as applicable.View More
General Release. Any other provision of this Agreement notwithstanding, Executive is only eligible for the benefits under Section 2 and 3 if the shall not apply unless Executive (i) has executed a general release of all known and unknown claims that he or she may then have against the Company or persons affiliated with in a form prescribed by the Company and such release has become effective and (ii) has agreed not to prosecute any legal action or other proceeding based upon any of such claims. The release must ...be in the form prescribed by the Company, without alterations (this (the document effecting the foregoing, the "Release"). The Company will deliver the form of Release to the Executive within ten (10) days after the Executive's Separation. The Executive must execute and return the Release within the time period specified in the form form, and in all events within sixty (60) days following the termination event described in Section 2 or 3, as applicable. View More
General Release. Any other provision of this Agreement notwithstanding, Executive is only eligible for the benefits under Section 2 and 3 if shall not apply unless the Executive (i) has executed a general release (in a form prescribed by the Company) of all known and unknown claims that he or she may then have against the Company or persons affiliated with the Company and such release has become effective and (ii) has agreed not to prosecute any legal action or other proceeding based upon any of such claims. The... release must be in the form prescribed by the Company, without alterations (this document effecting the foregoing, the "Release"). The Company will deliver the form of Release to the Executive within ten (10) thirty (30) days after the Executive's Separation. The Executive must execute and return the Release within the time period specified in the form form, and in all events within sixty (60) days following the termination event described in Section 2 or 3, as applicable. View More
General Release. Any other provision of this Agreement notwithstanding, Executive is only eligible for the benefits under Section 2 and 3 if shall not apply unless the Executive (i) has executed a general release (in a form prescribed by the Company) of all known and unknown claims that he or she may then have against the Company or entities or persons affiliated with the Company and such release has become effective and (ii) has agreed not to prosecute any legal action or other proceeding based upon any of such... claims. The release must be in the form prescribed by the Company, without alterations (this document effecting the foregoing, the "Release"). The Company or its subsidiary will deliver the form of Release to the Executive within ten (10) thirty (30) days after the Executive's Separation. The Executive must execute and return the Release within the time period specified in the form and in all events within sixty (60) days following the termination event described in Section 2 or 3, as applicable. form. View More
General Release. In consideration for Lender entering into this Amendment, Borrower hereby irrevocably releases and forever discharges Lender, and its successors, assigns, agents, shareholders, directors, officers, employees, agents, attorneys, parent corporations, subsidiary corporations, affiliated corporations, affiliates, participants, and each of them (collectively, the "Releasees"), from any and all claims, debts, liabilities, demands, obligations, costs, expenses, actions and causes of action, of every na...ture and description, known and unknown, which Borrower now has or at any time may hold, by reason of any matter, cause or thing occurred, done, omitted or suffered to be done prior to the date of this Amendment (collectively, the "Released Claims"). Borrower hereby irrevocably waives the benefits of any and all statutes and rules of law to the extent the same provide in substance that a general release does not extend to claims which the creditor does not know or suspect to exist in its favor at the time of executing the release, and, without limiting the foregoing, and without limiting the stipulation to governing law set forth in the Loan Agreement, and ratified and confirmed herein, Borrower irrevocably waives any benefits it may have under California Civil Code Section 1542 which provides: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Borrower represents and warrants that it has not assigned to any other Person any Released Claim, and agrees to indemnify Lender against any and all actions, demands, obligations, causes of action, decrees, awards, claims, liabilities, losses and costs, including but not limited to reasonable attorneys' fees of counsel of Lender's choice and costs, which Lender may sustain or incur as a result of a breach or purported breach of the foregoing representation and warranty.View More
General Release. In consideration for Lender entering into this Amendment, Borrower and each of the Guarantors (together with Borrower, individually and collectively, the "Obligor") hereby irrevocably releases and forever discharges Lender, and its successors, assigns, agents, shareholders, directors, officers, employees, agents, attorneys, parent corporations, subsidiary corporations, affiliated corporations, affiliates, participants, and each of them (collectively, the "Releasees"), from any and all claims, de...bts, liabilities, demands, obligations, costs, expenses, actions and causes of action, of every nature and description, known and unknown, which Borrower Obligor now has or at any time may hold, by reason of any matter, cause or thing occurred, done, omitted or suffered to be done prior to the date of this Amendment (collectively, the "Released Claims"). Borrower Obligor hereby irrevocably waives the benefits of any and all statutes and rules of law to the extent the same provide in substance that a general release does not extend to claims which the creditor does not know or suspect to exist in its favor at the time of executing exe-cuting the release, and, without limiting the foregoing, and without limiting the stipulation to governing law set forth in the Loan Agreement, and ratified and confirmed herein, Borrower Obligor irrevocably waives any benefits it may have under California Civil Code Section 1542 which provides: "A general release does not extend to claims which that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release, which release and that, if known by him or her must her, would have materially affected his or her settlement with the debtor." Borrower debtor or released party." Obligor represents and warrants that it has not assigned to any other Person any Released Claim, and agrees to indemnify Lender against any and all actions, demands, obligations, causes of action, decrees, awards, claims, liabilities, losses and costs, including but not limited to reasonable attorneys' fees of counsel of Lender's choice and costs, which Lender may sustain or incur as a result of a breach or purported breach of the foregoing representation and warranty. (This Section may be referred to as the "Release Section".) -2- Pacific Mercantile Bank Amendment to Loan Agreement 8. No Waiver. Nothing herein constitutes a waiver of any default or Event of Default under the Loan Agreement or any other Loan Documents, whether or not known to Bank. View More
General Release. In consideration for Lender entering into this Amendment, Borrower hereby irrevocably releases and forever discharges Lender, and its successors, assigns, agents, shareholders, directors, officers, employees, agents, attorneys, parent corporations, subsidiary corporations, affiliated corporations, affiliates, participants, and each of them (collectively, the "Releasees"), from any and all claims, debts, liabilities, demands, obligations, costs, expenses, actions and causes of action, of every na...ture and description, known and unknown, which Borrower now has or at any time may hold, by reason of any matter, cause or thing occurred, done, omitted or suffered to be done prior to the date of this Amendment (collectively, the "Released Claims"). Borrower hereby irrevocably waives the benefits of any and all statutes and rules of law to the extent the same provide in substance that a general release does not extend to claims which the creditor does not know or suspect to exist in its favor at the time of executing the release, and, without limiting the foregoing, and without limiting the stipulation to governing law set forth in the Loan Agreement, and ratified and confirmed herein, Borrower irrevocably waives any benefits it may have under California Civil Code Section 1542 which provides: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." release. Borrower represents and warrants that it has not assigned to any other Person any Released Claim, and agrees to indemnify Lender against any and all actions, demands, obligations, causes of action, decrees, awards, claims, liabilities, losses and costs, including but not limited to reasonable attorneys' fees of counsel of Lender's choice and costs, which Lender may sustain or incur as a result of a breach or purported breach of the foregoing representation and warranty. View More
General Release. In consideration for Lender Bank entering into this Amendment, Borrower hereby irrevocably releases and forever discharges Lender, Bank, and its successors, assigns, agents, shareholders, directors, officers, employees, agents, attorneys, parent corporations, subsidiary corporations, affiliated corporations, affiliates, participants, and each of them (collectively, the "Releasees"), from any and all claims, debts, liabilities, demands, obligations, costs, expenses, actions and causes of action, ...of every nature and description, known and unknown, which Borrower now has or at any time may hold, by reason of any matter, cause or thing occurred, done, omitted or suffered to be done prior to the date of this Amendment (collectively, the "Released Claims"). Borrower hereby irrevocably waives the benefits of any and all statutes and rules of law to the extent the same provide in substance that a general release does not extend to claims which the creditor does not know or suspect to exist in its favor at the time of executing the release, release and, without limiting the foregoing, and without limiting the stipulation to governing law set forth in the Loan Agreement, and ratified and confirmed herein, Section 10, Borrower irrevocably waives any benefits it may have under California Civil Code Section 1542 which provides: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Borrower represents and warrants that it has not assigned to any other Person any Released Claim, and agrees to indemnify Lender Bank against any and all actions, demands, obligations, causes of action, decrees, awards, claims, liabilities, losses and costs, including but not limited to reasonable attorneys' fees of counsel of Lender's Bank's choice and costs, which Lender Bank may sustain or incur as a result of a breach or purported breach of the foregoing representation and warranty. View More
General Release. On and as of the Third Amendment Effective Date and in consideration of the agreements set forth herein, the Company, on behalf of itself and its successors and assigns, does hereby agree as follows (the "General Release"): (a) Each such Person does hereby release, acquit and forever discharge Agent and each Lender, all of Agent's and each Lender's predecessors-in-interest, and all of Agent's and each Lender's past and present officers, directors, managers, members, attorneys, affiliates, employ...ees and agents, of and from any and all claims, demands, obligations, liabilities, indebtedness, breaches of contract, breaches of duty or of any relationship, acts, omissions, misfeasance, malfeasance, causes of action, defenses, offsets, debts, sums of money, accounts, compensation, contracts, controversies, promises, damages, costs, losses and expenses, of every type, kind, nature, description or character, whether known or unknown, suspected or unsuspected, liquidated or unliquidated (each of the foregoing, a "Claim" and collectively, the "Claims"), each as though fully set forth herein at length, that the Company, any guarantor or any of their respective successors or assigns now has or may have as of the Third Amendment Effective Date in any way arising out of, connected with or related to any or all of the transactions contemplated by the Loan Documents (including this Third Amendment) or any of them or any provision or failure to provide credit or other accommodations to the Company or any other Person under the Loan Documents (including this Third Amendment) or any of them or any other agreement, document or instrument referred to, or otherwise related to, any or all of the Loan Documents (including this Third Amendment) or any of them (each, a "Released Claim" and, collectively, the "Released Claims").View More
General Release. On and as of the Third First Amendment Effective Date and in consideration of the agreements set forth herein, the Company, on behalf of itself and its successors and assigns, does hereby agree as follows (the "General Release"): (a) Each such Person does hereby release, acquit and forever discharge Agent and each Lender, all of Agent's and each Lender's predecessors-in-interest, and all of Agent's and each Lender's past and present officers, directors, managers, members, attorneys, affiliates, ...employees and agents, of and from any and all claims, demands, obligations, liabilities, indebtedness, breaches of contract, breaches of duty or of any relationship, acts, omissions, misfeasance, malfeasance, causes of action, defenses, offsets, debts, sums of money, accounts, compensation, contracts, controversies, promises, damages, costs, losses and expenses, of every type, kind, nature, description or character, whether known or unknown, suspected or unsuspected, liquidated or unliquidated (each of the foregoing, a "Claim" and collectively, the "Claims"), each as though fully set forth herein at length, that the Company, any guarantor or any of their respective successors or assigns now has or may have as of the Third First Amendment Effective Date in any way arising out of, connected with or related to any or all of the transactions contemplated by the Loan Documents (including this Third First Amendment) or any of them or any provision or failure to provide credit or other accommodations to the Company or any other Person under the Loan Documents (including this Third First Amendment) or any of them or any other agreement, document or instrument referred to, or otherwise related to, any or all of the Loan Documents (including this Third First Amendment) or any of them (each, a "Released Claim" and, collectively, the "Released Claims"). 8 9. General Provisions. (a) This First Amendment shall be binding upon and inure to the benefit of the parties to the Loan Agreement and their respective successors and assigns. (b) This First Amendment may be executed in any number of counterparts, each of which shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument. Each of the parties hereto understands and agrees that this document (and any other document required herein) may be delivered by the other party thereto either in the form of an executed original or an executed original sent by facsimile or electronic transmission to be followed promptly by mailing of a hard copy original, and that receipt by Agent of an electronically or telefacsimile document purportedly bearing the signature of any party hereto and shall bind such party with the same force and effect as the delivery of a hard copy original. (c) This First Amendment contains the entire and exclusive agreement of the parties to the Loan Agreement with reference to the matters referred to herein. This First Amendment supersedes all prior drafts and communications with respect hereto. This First Amendment may not be amended except in accordance with the provisions of the Loan Agreement. (d) Section 14 of the Existing Loan Agreement, as amended hereby, is incorporated herein by this reference and made applicable as if set forth herein in full, mutatis mutandis. View More
General Release. On and as of the Third Amendment Effective Date of this Agreement and in consideration of the agreements set forth herein, the Company, Parent and each Loan Party which is a party hereto, on behalf of itself and its successors and assigns, does hereby agree as follows (the "General Release"): hereby: (a) Each such Person does hereby release, acquit and forever discharge Administrative Agent and each Lender, all of Administrative Agent's and each Lender's predecessors-in-interest, and all of Admi...nistrative Agent's and each Lender's past and present officers, directors, managers, members, attorneys, affiliates, employees and agents, of and from any and all claims, demands, obligations, liabilities, indebtedness, breaches of contract, breaches of duty or of any relationship, acts, omissions, misfeasance, malfeasance, causes of action, defenses, offsets, debts, sums of money, accounts, compensation, contracts, controversies, promises, damages, costs, losses and expenses, of every type, kind, nature, description or character, whether known or unknown, suspected or unsuspected, liquidated or unliquidated (each of the foregoing, a "Claim" and collectively, the "Claims"), "Claim"), each as though fully set forth herein at length, that the Company, any guarantor Borrower, any Loan Party or any of their respective successors or assigns now has or may have as of the Third Amendment Effective Date of this Agreement in any way arising out of, connected with or related to any or all of the transactions contemplated by the Loan Documents (including this Third Amendment) Agreement) or any of them or any provision or failure to provide credit or other accommodations to the Company any Borrower or any other Person under the Loan Documents (including this Third Amendment) Agreement) or any of them or any other agreement, document or instrument referred to, or otherwise related to, any or all of the Loan Documents (including this Third Amendment) Agreement) or any of them (each, a "Released Claim" and, collectively, Claim"); and (b) specifically acknowledge and agree that: (i) none of the "Released Claims"). provisions of the release contained in Section 6(a) above (the "General Release") shall be construed as or constitute an admission of any liability on the part of Administrative Agent or Lenders (or any of them); (ii) the provisions of the General Release shall constitute an absolute bar to any Released Claim of any kind, whether any such Released Claim is based on contract, tort, warranty, mistake or any other theory, whether legal, statutory or equitable; and (iii) any attempt to assert a Released Claim barred by the provisions of the General Release shall subject it to the provisions of applicable law setting forth the remedies for the bringing of groundless, frivolous or baseless claims or causes of action. View More
General Release. 2.1 Employee unconditionally, irrevocably and absolutely releases and discharges Cytori, and any parent and subsidiary corporations, divisions, investors and affiliated corporations, partnerships or other affiliated entities of Cytori, past and present, as well as Cytori's employees, officers, directors, agents, successors and assigns (collectively, "Released Parties"), from all claims related in any way to the transactions or occurrences between them to date, to the fullest extent permitted by ...law, including, but not limited to, Employee's employment with Cytori, the termination of Employee's employment, and all other losses, liabilities, claims, charges, demands and causes of action, known or unknown, suspected or unsuspected, arising directly or indirectly out of or in any way connected with Employee's employment with Cytori. This release is intended to have the broadest possible application and includes, but is not limited to, any tort, contract, common law, constitutional or other statutory claims arising under local state or federal law, including, but not limited to alleged violations of the California Labor Code, the California Fair Employment and Housing Act, Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act, and the Age Discrimination in Employment Act of 1967, as amended, and all claims for attorneys' fees, costs and expenses. 1 2.2 Employee expressly waives Employee's right to recovery of any type, including damages or reinstatement, in any administrative or court action, whether state or federal, and whether brought by Employee or on Employee's behalf, related in any way to the matters released herein. 2.3 The parties acknowledge that this general release is not intended to bar any claims that, by statute, may not be waived, such as Employee's right to file a charge with the National Labor Relations Board or Equal Employment Opportunity Commission and other similar government agencies, claims for statutory indemnity, workers' compensation benefits or unemployment insurance benefits, as applicable, and any challenge to the validity of Employee's release of claims under the Age Discrimination in Employment Act of 1967, as amended, as set forth in this Separation Agreement. 2.4 Employee acknowledges that Employee may discover facts or law different from, or in addition to, the facts or law that Employee knows or believes to be true with respect to the claims released in this Separation Agreement and agrees, nonetheless, that this Separation Agreement and the release contained in it shall be and remain effective in all respects notwithstanding such different or additional facts or the discovery of them. 2.5 Employee declares and represents that Employee intends this Separation Agreement to be complete and not subject to any claim of mistake, and that the release herein expresses a full and complete release and Employee intends the release herein to be final and complete. Employee executes this release with the full knowledge that this release covers all possible claims against the Released Parties, to the fullest extent permitted by law.View More
General Release. 2.1 Employee 1.1Employee unconditionally, irrevocably and absolutely releases and discharges Cytori, Stitch Fix, and any parent and subsidiary corporations, divisions, investors divisions and affiliated corporations, partnerships or other affiliated entities of Cytori, Stitch Fix, past and present, as well as Cytori's Stitch Fix's employees, officers, directors, agents, successors and assigns (collectively, "Released Parties"), from all claims related in any way to the transactions or occurrence...s between them to date, to the fullest extent permitted by law, including, but not limited to, Employee's employment with Cytori, Stitch Fix, the termination of Employee's employment, and all other losses, liabilities, claims, charges, demands and causes of action, known or unknown, suspected or unsuspected, arising directly or indirectly out of or in any way connected with Employee's employment with Cytori. This release is intended to have the broadest possible application and includes, but is not limited to, any tort, contract, common law, constitutional or other statutory claims arising under local state or federal law, including, but not limited to alleged violations of the California Labor Code, the California Fair Employment and Housing Act, Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act, and the Age Discrimination in Employment Act of 1967, as amended, and all claims for attorneys' fees, costs and expenses. 1 2.2 Employee expressly waives Employee's right to recovery of any type, including damages or reinstatement, in any administrative or court action, whether state or federal, and whether brought by Employee or on Employee's behalf, related in any way to the matters released herein. 2.3 The Stitch Fix. 1.2The parties acknowledge that this general release is not intended to bar any claims that, by statute, may not be waived, such as Employee's right to file a charge with the National Labor Relations Board or Equal Employment Opportunity Commission and other similar government agencies, claims for statutory indemnity, workers' compensation benefits or unemployment insurance benefits, as applicable, and or any challenge to the validity of Employee's release of claims under the Age Discrimination in Employment Act of 1967, as amended, as set forth in this Separation Agreement. 2.4 Employee Agreement.1.3Employee understands that nothing contained in this Separation Agreement limits Employee's ability to file a charge or complaint with the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission or any other federal, state or local governmental agency or commission ("Government Agencies"). 1.4Employee acknowledges that Employee may discover facts or law different from, or in addition to, the facts or law that Employee knows or believes to be true with respect to the claims released in this Separation Agreement and agrees, nonetheless, that this Separation Agreement and the release contained in it shall be and remain effective in all respects notwithstanding such different or additional facts or the discovery of them. 2.5 Employee them.1.5Employee declares and represents that Employee intends this Separation Agreement to be complete and not subject to any claim of mistake, and that the release herein expresses a full and complete release and Employee intends the release herein to be final and complete. Employee executes this release with the full knowledge that this release covers all possible claims against the Released Parties, to the fullest extent permitted by law.View More
General Release. 2.1 3.1 Subject to Employee's rights under this General Release, including the right to enforce the Company's obligations in Section 1 above, which are not released, Employee unconditionally, irrevocably and absolutely releases and discharges Cytori, Company, and any parent and subsidiary corporations, divisions, investors divisions and affiliated corporations, partnerships or other affiliated entities of Cytori, Company, past and present, as well as Cytori's their respective employees, officers..., directors, members, managers, stockholders, partners, agents, successors and assigns (collectively, "Released Parties"), from all claims related in any way to the transactions or occurrences between them to date, to the fullest extent permitted by law, including, but not limited to, Employee's employment with Cytori, Company, the termination of Employee's employment, and all other losses, liabilities, claims, charges, demands and causes of action, known or unknown, suspected or unsuspected, arising directly or indirectly out of or in any way connected with Employee's employment with Cytori. Company. This release is intended to have the broadest possible application and includes, but is not limited to, any tort, contract, common law, constitutional or other statutory claims arising under local state or federal law, claims, including, but not limited to alleged violations of the California Texas Labor Code, Code (including but not limited to the California Texas Civil Rights Act, the Texas Payday Act, and the Texas Minimum Wage Law), the federal Fair Employment and Housing Labor Standards Act, Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act, and the Age Discrimination in Employment Act of 1967, as amended, and all claims for attorneys' fees, costs and expenses. 1 2.2 Employee expressly waives Employee's right to recovery of any type, including damages or reinstatement, in any administrative or court action, whether state or federal, and whether brought by Employee or on Employee's behalf, related in any way to the matters released herein. 2.3 The parties acknowledge that However, this general release is not intended to bar any claims that, by statute, may not be waived, such as Employee's right to file a charge with the National Labor Relations Board or Equal Employment Opportunity Commission and other similar government agencies, claims for statutory indemnity, workers' compensation benefits or unemployment insurance benefits, as applicable, and any challenge to the validity of Employee's release of claims under the Age Discrimination in Employment Act of 1967, as amended, as set forth in this Separation Agreement. 2.4 General Release. 3.2 Employee acknowledges that Employee may discover facts or law different from, or in addition to, the facts or law that Employee knows or believes to be true with respect to the claims released in this Separation Agreement General Release and agrees, nonetheless, that this Separation Agreement General Release and the release contained in it shall be and remain effective in all respects notwithstanding such different or additional facts or the discovery of them. 2.5 3.3 Employee declares and represents that Employee intends this Separation Agreement General Release to be complete and not subject to any claim of mistake, and that the release herein expresses a full and complete release and Employee intends the release herein to be final and complete. Employee executes this release with the full knowledge that this release covers all possible claims against the Released Parties, to the fullest extent permitted by law. View More
General Release. 2.1 Employee 2.1Employee unconditionally, irrevocably and absolutely releases and discharges Cytori, Company, and any parent and subsidiary corporations, divisions, investors and affiliated corporations, partnerships or other affiliated entities of Cytori, Company, past and present, as well as Cytori's Company's employees, officers, directors, agents, successors and assigns (collectively, "Released Parties"), from all claims related in any way to the transactions or occurrences between them to d...ate, to the fullest extent permitted by law, including, but not limited to, Employee's employment with Cytori, Company, the termination of Employee's employment, and all other losses, liabilities, claims, charges, demands and causes of action, known or unknown, suspected or unsuspected, arising directly or indirectly out of or in any way connected with Employee's employment with Cytori. This release is intended to have the broadest possible application and includes, but is not limited to, any tort, contract, common law, constitutional or other statutory claims arising under local state or federal law, including, but not limited to alleged violations of the California Labor Code, the California Fair Employment and Housing Act, Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act, and the Age Discrimination in Employment Act of 1967, as amended, and all claims for attorneys' fees, costs and expenses. 1 2.2 Employee expressly waives Employee's right to recovery of any type, including damages or reinstatement, in any administrative or court action, whether state or federal, and whether brought by Employee or on Employee's behalf, related in any way to the matters released herein. 2.3 The Company. 2.3The parties acknowledge that this general release is not intended to bar any claims that, by statute, may not be waived, such as Employee's right to file a charge with the National Labor Relations Board or Equal Employment Opportunity Commission and other similar government agencies, claims for statutory indemnity, workers' compensation benefits or unemployment insurance benefits, as applicable, and any challenge to the validity of Employee's release of claims under the Age Discrimination in Employment Act of 1967, as amended, as set forth in this Separation Agreement. 2.4 Employee 2.4Employee acknowledges that Employee may discover facts or law different from, or in addition to, the facts or law that Employee knows or believes to be true with respect to the claims released in this Separation Agreement and agrees, nonetheless, that this Separation Agreement and the release contained in it shall be and remain effective in all respects notwithstanding such different or additional facts or the discovery of them. 2.5 Employee 2.5Employee declares and represents that Employee intends this Separation Agreement to be complete and not subject to any claim of mistake, and that the release herein expresses a full and complete release and Employee intends the release herein to be final and complete. Employee executes this release with the full knowledge that this release covers all possible claims against the Released Parties, to the fullest extent permitted by law.View More
General Release. (a) In exchange for the Severance Benefits described in Paragraph 2, Executive releases and forever discharges, to the maximum extent permitted by law, the Company and each of the other "Releasees" as defined below, from any and all claims, causes of action, complaints, lawsuits, demands or liabilities of any kind (collectively "Claims") as described below which Executive, Executive's heirs, agents, administrators or executors have or may have against the Company or any of the other Releasees. (...b) By agreeing to this General Release, Executive is waiving any and all Claims that can be waived, to the maximum extent permitted by law, which Executive has or may have against the Company or any of the other Releasees arising out of or relating to any conduct, matter, event or omission existing or occurring before Executive signs this Agreement, and any monetary or other personal relief for such Claims, including but not limited to the following: (i) any Claims having anything to do with Executive's employment with the Company and/or any of its parent, subsidiary, related and/or affiliated companies; (ii) any Claims having anything to do with the termination of Executive's employment with the Company and/or any of its parent, subsidiary, related and/or affiliated companies; (iii) any Claims for severance, benefits, bonuses, commissions and/or other compensation of any kind; (iv) any Claims for reimbursement of expenses of any kind; (v) any Claims for attorneys' fees or costs; (vi) any Claims under the Employee Retirement Income Security Act ("ERISA"); (vii) any Claims of discrimination and/or harassment based on age, sex, pregnancy, race, religion, color, creed, disability, handicap, failure to accommodate, citizenship, marital status, national origin, ancestry, sexual orientation, gender identity, genetic information or any other factor protected by Federal, State or Local law as enacted or amended (such as the Age Discrimination in Employment Act, 29 U.S.C. § 621 et seq., Title VII of the Civil Rights Act of 1964, Section 1981 of the Civil Rights Act of 1866, the Americans with Disabilities Act, the Equal Pay Act, the Genetic Information Non-Discrimination Act and the Pennsylvania Human Relations Act) and any Claims for retaliation under any of the foregoing laws; (viii) any Claims regarding leaves of absence including, but not limited to, any Claims under the Family and Medical Leave Act or any state or local leave laws; 1 (ix) any Claims arising under the Immigration Reform and Control Act ("IRCA"); (x) any Claims arising under the Uniformed Services Employment and Reemployment Rights Act ("USERRA") or any state law governing military leave; (xi) any Claims for violation of public policy; (xii) any whistleblower or retaliation Claims; (xiii) any Claims for emotional distress or pain and suffering; (xiv) any Claims under the Employment Agreement; and/or (xv) any other statutory, regulatory, common law or other Claims of any kind, including, but not limited to, Claims for breach of contract, libel, slander, fraud, wrongful discharge, promissory estoppel, equitable estoppel, invasion of privacy and misrepresentation. (c) Releasees. The term "Releasees" includes: the Company and any parent, subsidiary, related or affiliated companies of the Company, and each of their past and present employees, officers, directors, attorneys, owners, partners, insurers, benefit plan fiduciaries and agents, and all of their respective successors and assigns. (d) Known and Unknown Claims. This General Release includes all Claims known or unknown by Executive, those that Executive may have already asserted or raised as well as those that Executive has never asserted or raised. (e) For purposes of this Agreement, the term "General Release" shall refer to this Paragraph 3 and all of its subparagraphs.View More
General Release. (a) In exchange for the Company's Severance Benefits described in Paragraph 2, Executive releases you release and forever discharges, discharge, to the maximum extent permitted by law, the Company and each of the other "Releasees" as defined below, from any and all claims, causes of action, complaints, lawsuits, demands or liabilities of any kind (collectively (collectively, "Claims") as described below which Executive, Executive's you, your heirs, agents, administrators administrators, or execu...tors have or may have against the Company or any of the other Releasees. Anthony DiSilvestroNovember 20, 2019Page 4 (b) By agreeing to this General Release, Executive is waiving any and all Claims that can be waived, you are waiving, to the maximum extent permitted by law, which Executive has any and all Claims that you have or may have against the Company or any of the other Releasees arising out of or relating to any conduct, matter, event or omission existing or occurring before Executive signs this Agreement, and any monetary or other personal relief for such Claims, including your employment and/or the termination of your employment with the Company, including, but not limited to to, the following: (i) any Claims having anything to do with Executive's employment with the Company and/or any of its parent, subsidiary, related and/or affiliated companies; (ii) any Claims having anything to do with the termination of Executive's employment with the Company and/or any of its parent, subsidiary, related and/or affiliated companies; (iii) any Claims for severance, benefits, bonuses, commissions commissions, and/or other compensation of any kind; (iv) (ii) any Claims for reimbursement of expenses of any kind; (v) that are not submitted before the Termination Date; (iii) any Claims for attorneys' fees or costs; (vi) (iv) any Claims under the Employee Retirement Income Security Act ("ERISA"); (vii) (v) any Claims of discrimination and/or harassment based on age, sex, pregnancy, race, religion, color, creed, disability, handicap, medical condition, failure to accommodate, citizenship, marital status, national origin, ancestry, marital status, sexual orientation, gender identity, genetic information identity or expression, or any other factor protected by Federal, State federal, state, or Local local law as enacted or amended (such as the Age Discrimination in Employment Act, 29 U.S.C. § 621 et seq., Title VII of the Civil Rights Act of 1964, Section 1981 of the Civil Rights Act of 1866, the Americans with Disabilities Act, the Equal Pay Act, the Genetic Information Non-Discrimination Act Non-discrimination Act, and the Pennsylvania Human Relations Act) any state or local non-discrimination law or ordinance) and any Claims for retaliation under any of the foregoing laws; (viii) (vi) any Claims regarding leaves of absence including, but not limited to, any Claims under the Family and Medical Leave Act or any similar state or local leave laws; 1 (ix) any Claims arising under the Immigration Reform and Control Act ("IRCA"); (x) laws related to leaves; (vii) any Claims arising under the Uniformed Services Employment and Reemployment Rights Act ("USERRA") or any state law or local laws governing military leave; (xi) (viii) any Claims for wrongful discharge, violation of public policy; (xii) policy, and breach of contract, implied contract, or the implied duty of good faith and fair dealing; (ix) any whistleblower or retaliation Claims; (xiii) (x) any Claims for emotional distress or pain and suffering; (xiv) any Claims claims under the Employment Agreement; Worker Adjustment Retraining and Notification Act ("WARN") or similar state or local laws; and/or (xv) (xi) any other statutory, regulatory, common law law, or other Claims of any kind, including, but not limited to, Claims for breach of contract, libel, slander, fraud, wrongful discharge, promissory estoppel, equitable estoppel, invasion of privacy privacy, misrepresentation, emotional distress, and misrepresentation. pain and suffering. (c) Releasees. The term "Releasees" includes: the Company and any parent, subsidiary, related related, or affiliated companies entities of the Company, and each of their past and present employees, officers, directors, attorneys, owners, shareholders, partners, insurers, benefit plan fiduciaries and agents, and all of their respective successors and assigns. (d) Known and Unknown Claims. This General Release includes all Claims known or unknown by Executive, those that Executive may have already asserted or raised as well as those that Executive has never asserted or raised. (e) For purposes of this Agreement, the term "General Release" shall refer to this Paragraph 3 and all of its subparagraphs.View More
General Release. (a) In exchange for the Severance Benefits described in Paragraph 2, Executive releases Company's Separation Benefits, you release and forever discharges, discharge, to the maximum extent permitted by law, the Company and each of the other "Releasees" as defined below, from any and all claims, causes of action, complaints, lawsuits, demands or liabilities of any kind kind, known or unknown by you, those that you may have already asserted or raised as well as those that you have never asserted or... raised (collectively "Claims") as described below which Executive, Executive's you, your heirs, agents, administrators or executors have or may have against the Company or any of the other Releasees. (b) By agreeing to this General Release, Executive is waiving any and all Claims that can be waived, to the maximum extent permitted by law, which Executive has or may have against the Company or any of the other Releasees arising out of or relating to any conduct, matter, event or omission existing or occurring before Executive signs you sign this Agreement, and any monetary or other personal relief for such Claims, including but not limited to the following: (i) any Claims having anything to do with Executive's your employment (including the cessation of your employment on the Effective Date) with the Company and/or any of its parent, subsidiary, related and/or affiliated companies; (ii) any Claims having anything to do with the termination of Executive's employment with the Company and/or any of its parent, subsidiary, related and/or affiliated companies; (iii) any Claims for severance, benefits, bonuses, incentive compensation, equity awards and interests, commissions and/or other compensation of any kind; (iv) (iii) any Claims for reimbursement of expenses of any kind; (v) (iv) any Claims for attorneys' fees or costs; (vi) any Claims under the Employee Retirement Income Security Act ("ERISA"); (vii) (v) any Claims of discrimination and/or harassment based on age, sex, pregnancy, race, religion, color, creed, disability, handicap, failure to accommodate, citizenship, marital status, national origin, ancestry, sexual orientation, gender identity, genetic information or any other factor protected by Federal, State or Local law as enacted or amended (such as the Age Discrimination in Employment Act, 29 U.S.C. § 621 et seq., Title VII of the Civil Rights Act of 1964, Section 1981 of the Civil Rights Act of 1866, the Americans with Disabilities Act, the Equal Pay Act, the Genetic Information Non-Discrimination Act and the Pennsylvania Human Relations Act) and any Claims for retaliation under any of the foregoing laws; (viii) any Claims regarding leaves of absence including, but not limited to, (vi) any Claims under the Family and Medical Leave Act or any state or local leave laws; 1 (ix) Act; any Claims arising under the Immigration Reform and Control Act ("IRCA"); (x) any Claims arising under the Uniformed Services Employment and Reemployment Rights Act ("USERRA") or any state law governing military leave; (xi) any Claims for violation of public policy; (xii) Pennsylvania constitution; any whistleblower or retaliation Claims; (xiii) (vii) any Claims under your offer letter, dated August 26, 2015 ("Offer Letter"); (viii) any Claims for emotional distress 1% GP Incentive Interest and any related sources of cash flow as set forth in your Offer Letter or pain and suffering; (xiv) any Claims under the Employment Agreement; otherwise; and/or (xv) (ix) any other statutory, regulatory, common law or other Claims of any kind, including, but not limited to, Claims for breach of contract, libel, slander, fraud, wrongful discharge, promissory estoppel, equitable estoppel, violation of public policy, invasion of privacy privacy, misrepresentation, emotional distress or pain and misrepresentation. (c) suffering. (b) Releasees. The term "Releasees" includes: the Company Company, the Partnership, and any and all of their respective direct or indirect parent, subsidiary, related and/ or affiliated companies of the Company, companies, and each of their past and present employees, officers, directors, attorneys, owners, shareholders, members, managers, partners, insurers, benefit plan fiduciaries and agents, and all of their respective successors and assigns. (d) Known and Unknown Claims. This General Release includes all Claims known or unknown by Executive, those that Executive may have already asserted or raised as well as those that Executive has never asserted or raised. (e) For purposes of this Agreement, the term "General Release" shall refer to this Paragraph 3 and all of its subparagraphs.View More
General Release. (a) In exchange for the Severance Benefits Company's payments and other benefits described in Paragraph 2, Executive releases you release and forever discharges, discharge, to the maximum extent permitted by law, the Company and each of the other "Releasees" as defined below, from any and all claims, causes of action, complaints, lawsuits, demands lawsuits or liabilities of any kind (collectively "Claims") as described below which Executive, Executive's you, your heirs, agents, administrators or... executors have or may have against the Company or any of the other Releasees. (b) By agreeing to this General Release, Executive is you are waiving any and all Claims that can be waived, waived to the maximum extent permitted by law, which Executive has you have or may have against the Company or any of the other Releasees arising out of or relating to any conduct, matter, event or omission existing or occurring before Executive signs you sign this Agreement, and any monetary or other personal relief for such Claims, including but not limited to the following: (i) (1) any Claims having anything to do with Executive's your employment with the Company and/or any of its parent, subsidiary, related and/or affiliated companies; (ii) Company; (2) any Claims having anything to do with the termination of Executive's your employment with the Company; (3) any Claims having anything to do with your rights as a stockholder of the Company and/or or any parent, subsidiary or affiliate of its parent, subsidiary, related and/or affiliated companies; (iii) the Company; (4) any Claims for unpaid or withheld wages, severance, benefits, bonuses, commissions and/or other compensation of any kind; (iv) (5) any Claims having anything to do with stock options, restricted stock or other equity or incentive compensation of any kind; (6) any Claims under any employment agreement, collective bargaining agreement, or any other agreement; (7) any Claims to reinstatement or reemployment; (8) any Claims for reimbursement of expenses of any kind; (v) (9) any Claims for attorneys' fees fees, costs or costs; (vi) expenses; (10) any Claims arising under the Employee Retirement Income Security Act ("ERISA"); (vii) (11) any Claims of discrimination and/or harassment based on age, sex, pregnancy, race, religion, color, creed, disability, handicap, failure to accommodate, citizenship, marital status, national origin, ancestry, sexual orientation, gender identity, genetic information information, predisposing genetic characteristics, or any other factor protected by Federal, State or Local law as enacted or amended (such amended, such as the Age Discrimination in Employment Act, 29 U.S.C. § 621 et §621 et. seq., Title VII of the Civil Rights Act of 1964, Section 1981 of the Civil Rights Act of 1866, the Americans with Disabilities Act, the Equal Pay Act, the Genetic Information Non-Discrimination Act and Act, the Pennsylvania Human Relations Act) Act, and any Claims for retaliation under any of the foregoing laws; (viii) (12) any Claims regarding leaves of absence absence, including, but not limited to, any Claims under the Family and Medical Leave Act or any other state or local leave laws; 1 (ix) law providing for paid or unpaid leave; (13) any Claims arising under the Immigration Reform and Control Act ("IRCA"); (x) (14) any Claims arising under the Uniformed Services Employment and Reemployment Rights Act ("USERRA") or any state law governing military leave; (xi) (15) any Claims under the Worker Adjustment and Retraining Notification Act ("WARN"); (16) any Claims for violation of public policy; (xii) (17) any whistleblower or retaliation Claims; (xiii) (18) any Claims for emotional distress or pain and suffering; (xiv) (19) any Claims arising under the Employment Agreement; and/or (xv) Sarbanes-Oxley Act, the Dodd-Frank Act or the Pennsylvania Wage Payment and Collection Law; (20) any Claims disputing or in any way questioning, disparaging, or challenging your assignment to the Company of, or the Company's ownership of, all prior right, title, and interest you had in Inventions or Works created or developed by you, whether solely or jointly with others, as required by the duties of your employment or otherwise during the course of your employment with the Company, as further described in Paragraph 9 below; and (21) any other statutory, regulatory, common law or other Claims of any kind, including, but not limited to, Claims for breach of contract, libel, slander, fraud, wrongful discharge, invasion of privacy, promissory estoppel, equitable estoppel, invasion of privacy estoppel and misrepresentation. (c) Releasees. The term "Releasees" includes: the Company includes, all and any parent, subsidiary, related or affiliated companies of the Company, singularly, Unilife, OrbiMed Advisors LLC, and each and every one of its past and present subsidiaries, parent and related corporations, companies and divisions, and their past and present directors, trustees, officers, managers, supervisors, employees, officers, directors, attorneys, owners, partners, insurers, investors, attorneys, benefit plan fiduciaries and agents, in their respective capacity as such, and all of their respective predecessors, successors and assigns. (d) Known and Unknown Claims. This It is important that you understand that this General Release includes all Claims known or unknown by Executive, you, those that Executive you may have already asserted or raised as well as those that Executive has you have never asserted or raised. (e) For purposes of this Agreement, the term "General Release" shall refer to this Paragraph 3 and all of its subparagraphs.View More
General Release. In exchange for the consideration and other conditions set forth in this Agreement, you hereby generally and completely release the Company, each of their affiliated entities, and their respective current and former directors, officers, employees, shareholders, stockholders, partners, general partners, limited partners, managers, members, managing directors, operating affiliates, agents, attorneys, predecessors, successors, Company and subsidiary entities, insurers, assigns and affiliated entiti...es (collectively, the "Released Parties") of and from any and all claims, liabilities and obligations, both known and unknown, arising from or related to events, acts, or omissions occurring prior to or on the date you sign this Agreement (collectively, the "Released Claims"). The Released Claims include, but are not limited to: (a) all claims arising from or in any way related to your employment or other participation in connection with any of the Released Parties, or the termination of that employment or participation, including all claims under the Severance Agreement; (b) all claims related to compensation or benefits, including salary, bonuses, commissions, vacation pay, expense reimbursements, severance pay, change-in- control payments, fringe benefits, or profit sharing; (c) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing; (d) all tort claims, including claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (e) all federal, state, and local statutory claims, including claims for discrimination, harassment, retaliation, attorneys' fees, or other claims arising under the federal Civil Rights Act of 1964 (as amended), the federal Americans with Disabilities Act of 1990, the federal Age Discrimination in Employment Act of 1967 (as amended) (the "ADEA"), the Employee Retirement Income Security Act of 1974 ("ERISA") (including, but not limited to, claims for breach of fiduciary duty under ERISA), and the Older Workers Benefit Protection Act (the "OWBPA"). In giving the releases set forth above, which include claims which may be unknown to you at present, you hereby expressly waive and relinquish all rights and benefits under any law or legal principle in any jurisdiction with respect to your release of claims herein, including but not limited to the release of unknown and unsuspected claims. Notwithstanding anything to the contrary in this Paragraph 4, you are not prohibited from making or asserting and you are not waiving: (i) your rights under this Agreement; (ii) any claims for unemployment compensation, workers' compensation or state disability insurance benefits pursuant to the terms of applicable state laws; (iii) any claim for vested benefits under any Company-sponsored retirement or welfare benefit plan; (iv) any other right that may not be released under applicable law; and (v) your rights, if any, to indemnification pursuant to the Company's organizational documents or any D&O insurance policy.View More
General Release. In exchange for the consideration and other conditions set forth in this Agreement, Severance Consideration, you hereby generally and completely release the Company, each of their affiliated entities, the Company's subsidiaries, and their respective current and former directors, officers, employees, shareholders, stockholders, partners, general partners, limited partners, managers, members, managing directors, operating affiliates, agents, attorneys, predecessors, successors, Company and subsidi...ary entities, insurers, assigns and affiliated entities (collectively, the "Released Parties") of and from any and all claims, liabilities and obligations, both known and unknown, arising from or related to events, acts, or omissions occurring prior to or on the date you sign this Agreement (collectively, the "Released Claims"). The Released Claims include, but are not limited to: to, (a) all claims arising from or in any way related to your employment or other participation in connection with any of the Released Parties, or the termination of that employment or participation, including all claims under the Severance Agreement; participation; (b) all claims related to compensation or benefits, including salary, bonuses, commissions, vacation pay, expense reimbursements, severance pay, change-in- control payments, or fringe benefits, profit sharing, management fees, or profit sharing; carried interest; (c) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing; dealing, including any claims under your Employment Agreement; (d) all tort claims, including claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (e) all federal, state, and local statutory claims, including including, without limitations, claims for discrimination, harassment, retaliation, attorneys' fees, or other claims arising under the federal Civil Rights Act of 1964 (as amended), the federal Americans with Disabilities Act of 1990, the federal Age Discrimination in Employment Act of 1967 (as amended) (the "ADEA"), the Employee Retirement Income Security Act of 1974 ("ERISA") (including, but not limited to, claims for breach of fiduciary duty under ERISA), and Act, as amended by the Older Workers Worker Benefit Protection Act, the Americans with Disabilities Act, the Equal Pay Act, the Family and Medical Leave Act (the "OWBPA"). ("FMLA"), the 2 Worker Adjustment and Retraining Notification Act any claims arising under analogous laws of the State of Maine or local ordinances or regulations, including the Maine Human Rights Act, as amended, Me. Rev. Stat. tit. 5, §§ 4551 et seq. ; Maine Equal Pay Law, as amended, Me. Rev. Stat. tit. 26, § 628; Maine Civil Rights Act, Me. Rev. Stat. tit. 5, §§ 4681 et seq. ; Maine Protection From Harassment Law, Me. Rev. Stat. tit. 5, §§ 4651 et seq. ; Maine Sexual Harassment Policies Law, as amended, Me. Rev. Stat. tit. 26, §§ 806 et seq. In giving the releases set forth above, in this Agreement, which include claims which may be unknown to you at present, you hereby expressly waive and relinquish all rights and benefits under any law or legal principle in any jurisdiction with respect to your release of claims herein, including but not limited to the release of unknown and unsuspected claims. You acknowledge that the consideration given for the waiver and release in this Agreement is in addition to anything of value to which you are already entitled. Notwithstanding anything to the contrary in this Paragraph 4, 3, you are not prohibited from making or asserting and you are not waiving: (i) (a) your rights under this Agreement; (ii) (b) any claims for unemployment compensation, workers' compensation or state disability insurance benefits pursuant to the terms of applicable state laws; (iii) (c) any claim for vested benefits under any Company-sponsored retirement or welfare benefit plan; (iv) (d) your rights, if any, to indemnification pursuant to the Company's operating agreement; (e) any claim that arises based on events or facts arising at any time after the date of execution of this Agreement; and (f) any other right that may not be released under applicable law; and (v) your rights, if any, to indemnification pursuant to the Company's organizational documents or any D&O insurance policy. law. View More
General Release. In exchange for the consideration and other conditions set forth in this Agreement, Obligations, you hereby generally and completely release the Company, each of their its affiliated entities, and their its respective current and former directors, officers, employees, shareholders, stockholders, partners, general partners, limited partners, managers, members, managing directors, operating affiliates, agents, attorneys, predecessors, successors, Company and subsidiary entities, insurers, assigns ...and affiliated entities (collectively, the "Released Parties") of and from any and all claims, liabilities and obligations, both known and unknown, arising from or related to events, acts, or omissions occurring prior to or on the date you sign this Agreement (collectively, the "Released Claims"). The Released Claims include, but are not limited to: (a) all claims arising from or in any way related to your employment or other participation in connection with any of the Released Parties, or the termination cessation of that Execution Version employment or participation, including all claims under the Severance Agreement; participation; (b) all claims related to compensation or benefits, including salary, bonuses, commissions, vacation pay, expense reimbursements, severance pay, change-in- control payments, or fringe benefits, benefits or profit sharing; (c) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing; (d) all tort claims, including claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (e) all federal, state, and local statutory claims, including including, without limitations, claims for discrimination, harassment, retaliation, attorneys' fees, or other claims arising under the federal Civil Rights Act of 1964 (as amended), the federal Americans with Disabilities Sarbanes-Oxley Act of 1990, 2002, the federal Age Discrimination in Employment Act of 1967 (as amended) (the "ADEA"), the Employee Retirement Income Security Act of 1974 ("ERISA") (including, but not limited to, claims for breach of fiduciary duty under ERISA), and Act, as amended by the Older Workers Worker Benefit Protection Act, the Americans with Disabilities Act, the Equal Pay Act, the Family and Medical Leave Act (the "OWBPA"). ("FMLA"), the Worker Adjustment and Retraining Notification Act any claims arising under analogous state laws or local ordinances or regulations. In giving the releases set forth above, in this Agreement, which include claims which may be unknown to you at present, you hereby expressly waive and relinquish all rights and benefits under any law or legal principle in any jurisdiction with respect to your release of claims herein, including but not limited to the release of unknown and unsuspected claims. Notwithstanding anything to the contrary in this Paragraph 4, you You are not prohibited from making or asserting and you are not waiving: (i) waiving your rights under this Agreement; (ii) any right to claims for unemployment compensation, or workers' compensation or state disability insurance benefits pursuant to the terms of applicable state laws; (iii) benefits, any medical claim for vested benefits under any Company-sponsored retirement or welfare benefit plan; (iv) any other right incurred during your employment that may not be released is payable under applicable law; and (v) your rights, if any, to medical plans or an employer-insured liability plan, claims arising after the date on which you sign this Agreement or claims that are not otherwise waivable under applicable law. In addition, you shall remain eligible for indemnification pursuant to as set forth in Section 7 of the Company's organizational documents or any D&O insurance policy. Employment Agreement. View More
General Release. In exchange for the consideration to be provided to me under the Employment Agreement that I am not otherwise entitled to receive, I hereby generally and completely release, acquit and forever discharge the Company and its parent, subsidiary, and affiliated entities, and investors, along with its and their predecessors and successors and their respective directors, officers, employees, shareholders, stockholders, partners, agents, attorneys, insurers, affiliates and assigns (collectively, the "R...eleased Parties"), of and from any and all claims, liabilities and obligations, both known and unknown, that arise from or are in any way related to events, acts, conduct, or omissions occurring at any time prior to and including the date that I sign this Release (collectively, the "Released Claims"). The Released Claims include, but are not limited to: (a) all claims arising out of or in any way related to my employment with the Company, or the termination of that employment; (b) all claims related to my compensation or benefits from the Company, including salary, bonuses, commissions, other incentive compensation, vacation pay and the redemption thereof, expense reimbursements, fringe benefits, stock, stock options, or any other ownership or equity interests in the Company; (c) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing; (d) all tort claims, including but not limited to claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (e) all federal, state, and local statutory claims, including but not limited to claims for discrimination, harassment, retaliation, attorneys' fees, penalties, or other claims arising under the federal Civil Rights Act of 1964 (as amended), the federal Americans with Disabilities Act of 1990 (as amended), the federal Age Discrimination in Employment Act of 1967 (as amended) (the "ADEA"), the federal Family and Medical Leave Act ("FMLA"), the California Labor Code (as amended), and the California Fair Employment and Housing Act (as amended).View More
General Release. In exchange for the severance benefits and other consideration to be provided to me under by the Employment Executive Severance Benefits Agreement that I am not otherwise entitled to receive, I hereby generally and completely release, acquit and forever discharge release the Company and its parent, subsidiary, current and affiliated entities, and investors, along with its and their predecessors and successors and their respective former directors, officers, employees, stockholders, shareholders,...stockholders, partners, agents, attorneys, predecessors, successors, parent and subsidiary entities, insurers, affiliates affiliates, and assigns (collectively, the "Released Parties"), of and Parties") from any and all claims, liabilities and obligations, both known and unknown, that arise from out of or are in any way related to events, acts, conduct, or omissions occurring at any time prior to and including the date that I sign my signing this Release (collectively, the "Released Claims"). The Released Claims include, but are not limited to: (a) (1) all claims arising out of or in any way related to my employment with the Company, Company or its affiliates, or the termination of that employment; (b) (2) all claims related to my compensation or benefits from the Company, benefits, including salary, bonuses, commissions, other incentive compensation, vacation pay and the redemption thereof, pay, expense reimbursements, severance pay, fringe benefits, stock, stock options, or any other ownership or equity interests in the Company; (c) Company or its affiliates; (3) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing; (d) (4) all tort claims, including but not limited to claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (e) (5) all federal, state, and local statutory claims, including but not limited to claims for discrimination, harassment, retaliation, attorneys' fees, penalties, or other claims arising under the federal Civil Rights Act of 1964 (as amended), the federal Americans with Disabilities Act of 1990 (as amended), 1990, the federal Age Discrimination in Employment Act of 1967 (as amended) (the "ADEA"), ("ADEA"), the federal Family and Medical Leave Employee Retirement Income Security Act ("FMLA"), the California Labor Code of 1974 (as amended), and the California Fair Employment and Housing Act (as amended). Notwithstanding the foregoing, the following are not included in the Released Claims (the "Excluded Claims"): (1) any rights or claims for indemnification I may have pursuant to any written indemnification agreement with the Company to which I am a party, the charter, bylaws, or operating agreements of the Company, or under applicable law; (2) any claims for coverage under any Directors' and Officers' insurance policy maintained by the Company; and (3) any rights which are not waiveable as a matter of law. In addition, nothing in this Release prevents me from filing, cooperating with, or participating in any proceeding before the Equal Employment Opportunity Commission, the Department of Labor, or the California Department of Fair Employment and Housing, except that I hereby waive my right to any monetary benefits in connection with any such claim, charge or proceeding. I hereby represent and warrant that, other than the Excluded Claims, I am not aware of any claims I have or might have against any of the Released Parties that are not included in the Released Claims. View More
General Release. In exchange for the consideration to be provided to me under the Employment Agreement that I am not otherwise entitled to receive, I hereby generally and completely release, acquit and forever discharge the Company and its parent, subsidiary, and affiliated entities, and investors, along with its and their predecessors and successors and their respective directors, officers, employees, shareholders, stockholders, partners, agents, attorneys, insurers, affiliates and assigns (collectively, the "R...eleased Parties"), of and from any and all claims, liabilities and obligations, both known and unknown, that arise from or are in any way related to events, acts, conduct, or omissions occurring at any time prior to and including the date that I sign this Release (collectively, the "Released Claims"). The Released Claims include, but are not limited to: (a) all claims arising out of or in any way related to my employment with the Company, or the termination of that employment; (b) all claims related to my compensation or benefits from the Company, including salary, bonuses, commissions, other incentive compensation, vacation pay and the redemption thereof, expense reimbursements, fringe benefits, stock, stock options, or any other ownership or equity interests in the Company; (c) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing; (d) all tort claims, including but not limited to claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (e) all federal, state, and local statutory claims, including but not limited to claims for discrimination, harassment, retaliation, attorneys' fees, penalties, or other claims arising under the federal Civil Rights Act of 1964 (as amended), the federal Americans with Disabilities Act of 1990 (as amended), the federal Age Discrimination in Employment Act of 1967 (as amended) (the "ADEA"), the federal Family and Medical Leave Act ("FMLA"), Arizona wage and hour laws (A.R.S. §23-101 et seq. ), the California Labor Code (as amended), Arizona Civil Rights Act, and the California Fair Employment and Housing Act (as amended). Arizona Constructive Discharge Statute (A.R.S. §23-1502). View More
General Release. Notwithstanding anything contained in this letter to the contrary, Beazer's obligations hereunder are subject to the satisfaction of the following conditions: (a) you execute and deliver to Beazer no later than 21 calendar days after your Resignation Date and after the end of the Continued Employment Period a general release attached hereto as Exhibit A (the "Release Agreement"); (b) you do not revoke either of the Release Agreements within seven calendar days after their respective executions; ...and (c) each of the Release Agreements becomes effective and irrevocable in accordance with its terms.View More
General Release. Notwithstanding anything contained in this letter to the contrary, Beazer's Progressive's obligations hereunder are subject to the satisfaction of the following conditions: (a) you execute and deliver to Beazer Progressive no later than 21 calendar days after your Resignation Date and after the end of the Continued Employment Garden Leave Period a the general release attached hereto as Exhibit A B (the "Release Agreement"); (b) you do not revoke either of the Release Agreements within seven cale...ndar days after their respective executions; and (c) each of the Release Agreements becomes effective and irrevocable in accordance with its terms. View More
General Release. Notwithstanding anything contained in this letter Agreement to the contrary, Beazer's PROG's obligations hereunder are subject to the satisfaction of the following conditions: (a) you execute and deliver to Beazer PROG no later than 21 calendar days after your Resignation Date and after the end of the Continued Employment Transition Services Period a the general release attached hereto as Exhibit A A, which also includes confidentiality, trade secrets and restrictive covenant obligations, (the "...Release Agreement"); (b) you do not revoke either of the Release Agreements within seven calendar days after their respective executions; and (c) each of the Release Agreements becomes effective and irrevocable in accordance with its terms. View More
General Release. (a) On behalf of yourself, your agents, assignees, attorneys, heirs, executors and administrators, you agree and do release and forever discharge the Company, its affiliates, parents, subsidiaries, officers, directors, employees, attorneys and agents, individually and in their official capacities (collectively, the "Releasees") from any and all claims and causes of action, known or unknown, including but not limited to those arising out of or relating to your employment by the Company or your se...paration from employment. This release includes, but is not limited to, any claims you may have under any federal, state, or local employment laws; any federal, state, or local laws prohibiting discrimination in employment; claims under any federal, state or local leave laws; claims for unpaid salary, wages, commissions, bonuses or other compensation; claims alleging any legal restriction on the Company's right to terminate its employees; any personal injury claims, including without limitation, wrongful discharge, detrimental reliance, violation of privacy rights, defamation, misrepresentation, tortious interference with business expectancy, emotional distress; or any claims alleging breach of the Employment Agreement or any express or implied contract. This release expressly includes, without limitation, any claims under the Age Discrimination in Employment Act of 1967 (29 USC §§ 621 et seq.) and the Massachusetts Wage Act (MGL ch. 149, §§ 148 & 150). This release does not waive: (i) your right to enforce the terms of this Agreement; (ii) any claims that cannot be released by law, or any future claims that have not arisen as of the date that you signed this Agreement; (iii) any rights you may have under the Company's employee benefit plans (such rights shall be governed by the terms of those plans and applicable law); or (iv) any rights you may have to indemnification and legal defense as a former employee and officer of the Company, pursuant to applicable law and Company bylaws, policies, and insurance policies. (b) The Company hereby releases you from any and all claims and causes of action, known or unknown, pertaining to or arising out of or in any way related to your employment, except for claims (i) arising out of any activity by you that constitutes a crime (including fraudulent criminal activity) under any federal or state law, or (ii) arising out of any intentional and material unlawful conduct or fraud (whether civil or criminal) by you not known to or reasonably suspected by the Company as of the date hereof. 2 4. No Pending Suits. You acknowledge and agree that you have not filed any lawsuit or complaint against the Company or any of the other Releasees in any court of law or administrative agency that is pending as of the date you sign this Agreement. You further agree to waive any right to accept any monetary award obtained on your behalf from any Releasee by any local, state or federal governmental agency for any claim otherwise subject to the release set forth in this Agreement.View More
General Release. (a) On behalf of yourself, your agents, assignees, attorneys, heirs, executors and administrators, you agree and do release and forever discharge the Company, its affiliates, parents, subsidiaries, officers, directors, employees, attorneys and agents, individually and in their official capacities (collectively, the "Releasees") from any and all claims and causes of action, known or unknown, including but not limited to those arising out of or relating to your employment by the Company or your se...paration from employment. This release includes, but is not limited to, any claims you may have under any federal, state, or local employment laws; any federal, state, or local laws prohibiting discrimination in employment; employment, including but not limited to the federal Civil Rights Acts, the Americans with Disabilities Act, Massachusetts employment discrimination statute (including Mass. Gen. Laws ch. 151B); claims under the Employee Retirement Income Security Act; claims under any federal, state or local leave laws; laws, including but not limited to the Family Medical Leave Act; claims for unpaid salary, wages, commissions, bonuses or other compensation; compensation under the Fair Labor Standards Act, the Massachusetts Wage Act (including Mass. Gen. Laws ch. 149, § 148), or any federal, state or local wage and hour laws or wage claim statutes; claims alleging any legal restriction on the Company's right to terminate its employees; any personal injury claims, including without limitation, wrongful discharge, detrimental reliance, violation of privacy rights, defamation, misrepresentation, tortious interference with business expectancy, emotional distress; or any claims alleging breach of the Employment Agreement or any express or implied contract. This release expressly includes, without limitation, any claims under the Age Discrimination in Employment Act of 1967 (29 USC §§ 621 et seq.) and the Massachusetts Wage Act (MGL ch. 149, §§ 148 & 150). This release does not waive: (i) your right to enforce the terms of this Agreement; (ii) any claims that cannot be released by law, or any future claims that have not arisen as of the date that you signed this Agreement; (iii) any rights you may have under the Company's employee benefit and equity plans (such rights shall be governed by the terms of those plans and applicable law); or (iv) any rights you may have to indemnification and legal defense as a former employee and officer of the Company, pursuant to applicable law and Company bylaws, policies, and insurance policies. (b) You further specifically acknowledge that: (a)This release is part of an agreement between you and the Company that is written in a manner that you understand. The Company is giving you money and other things of value that you would not otherwise be entitled to receive. (b)The Company hereby releases advises you from any in writing to consult an attorney, and you have been given the opportunity to consult with counsel of your own choosing. Niv Krikov Page 3 (c)You have been given 21 days to consider signing this Agreement (the "Consideration Period"), and you understand that, if you sign this Agreement within the Consideration Period, you may revoke this Agreement within seven days of signing and delivering it. This Agreement will not become effective until the end of such seven-day period. In the event you exercise your right to revoke this Agreement, all claims and causes obligations of action, known or unknown, pertaining to or arising out of or in any way related to your employment, except for claims (i) arising out of any activity by you that constitutes a crime (including fraudulent criminal activity) under any federal or state law, or (ii) arising out of any intentional and material unlawful conduct or fraud (whether civil or criminal) by you not known to or reasonably suspected by the Company as under the Agreement will cease. You further understand that if you sign this Agreement prior to the expiration of the date hereof. 2 4. No Pending Suits. You Consideration Period, you have waived any remaining portion of the Consideration Period. If you timely revoke this Agreement after signing, you acknowledge and agree that any amounts payable hereunder that have been paid to you have not filed any lawsuit or complaint against prior to the date of revocation, shall be repaid to the Company or any simultaneously with the delivery of the revocation. (d)By signing this Agreement, you understand that you are waiving all rights and claims for age discrimination arising under the Age Discrimination in Employment Act and other Releasees in similar federal, state and local statues, regulations, orders and the common law. (e)You are not releasing or waiving any court of law rights or administrative agency that is pending as of claims for age discrimination or otherwise which may arise after the date you sign this Agreement. You further agree to waive any right to accept any monetary award obtained on your behalf from any Releasee by any local, state or federal governmental agency for any claim otherwise subject to the release set forth in this Agreement. Agreement is signed. View More
General Release. On the Effective Date, Dangel shall execute and return to the Company a General Release in the form of Exhibit C attached hereto and incorporated herein by reference.
General Release. On the Effective Date, Dangel Menon shall execute and return to the Company a General Release in the form of Exhibit C attached hereto and incorporated herein by reference.
