Claims Not Released. Executive is not waiving any rights he may have to: # his own vested accrued employee benefits under the Company’s health, welfare, or retirement benefit plans (including the Company’s 401(k) plan) as of the date of Executive’s execution of this Agreement, including any rights to continue group health plan coverage under the Consolidated Omnibus Budget Reconciliation Act of 1986, as amended (“COBRA”); # benefits and/or the right to seek benefits under applicable workers’ compensation and/or unemployment compensation statutes; # pursue claims which by law cannot be waived by signing this Agreement; # enforce this Agreement; # challenge the validity of this Agreement; or # any rights to be indemnified by the Company pursuant to the Company’s Articles of Organization or bylaws and any rights under the Company’s applicable directors and officers insurance policy.
Claims Released. The foregoing release includes, but is not limited to: # any claim of discrimination, harassment, or retaliation related to race, sex, pregnancy, religion, marital status, sexual orientation, national origin, handicap or disability, age, veteran status, or citizenship status or any other category protected by law; # any other claim based on a statutory prohibition or requirement; # any and all claims under any law of any nation, including any and all claims under any United States of America federal, state, or local law, regulation, or ordinance1; # any claim under contract, tort, or common law, such as claims of wrongful discharge, negligent or intentional affliction of emotional distress and defamation; # any claim arising out of or related to an express or implied employment contract, any other contract affecting terms and conditions of employment, or a covenant of good faith fair dealing; # any claims for attorneys' fees that exist or may exist as of the date of the signing of this Agreement. .
Claims Not Waived. Pennypacker understands that this Agreement does not waive any claims that he may have: # arising from acts or conduct occurring after the date that he signs the Agreement; # for compensation for illness or injury or medical expenses under any worker's compensation statute; # for benefits under any plan currently maintained by the Company that provides for retirement benefits or under the Company’s Deferred Compensation Plan (however, Pennypacker agrees and acknowledges that the payment(s) and benefits provided in paragraphs 3.a., thru 3.f. above shall not be considered or included for purposes of any retirement benefit contribution or plan); # under any law or any policy or plan currently maintained by the Company that provides health insurance continuation or conversion rights; # any claims for coverage under officers or directors insurance maintained by the Company for conduct or action that occurred prior to the Separation Date; # any claim for breach of this Agreement; or # any claim that by law cannot be released or waived.
Released Receivables. As of any date of determination, the aggregate Unpaid Balance of Receivables identified by Arrow and released by the Administrative Agent pursuant to clause (b) of the definition of “Receivable” during the related Determination Period (as defined below) shall not exceed an amount equal to 10.0% of the average daily aggregate Unpaid Balance of all Receivables during such related Determination Period; provided, that no Receivables shall be identified or released pursuant to clause (b) of the definition of “Receivable” if the credit quality of all Arrow ECS Receivables, taken as a whole, after giving effect to such release shall be materially inferior to the credit quality of all Arrow ECS Receivables, taken as a whole, immediately prior to such release. Determination Period means, with respect to any date of determination, # during the first twelve (12) calendar months following the Amendment No. 26 Effective Date, the period beginning on the Amendment No. 26 Effective Date and ending on such date of determination and # thereafter, the immediately trailing twelve (12) calendar months.
Several, Not Joint, Claims. The agreements, representations, warranties, and obligations of the Parties under this Agreement are, in all respects, several and not joint.
Released Credit Support. On or prior to the Initial Closing with respect to the Initial Contributed Entities, and on or prior to the Second Closing with respect to Crestwood Pipeline East, or in either case at such later date as the Parties may agree in writing, Crestwood shall cause Newco to issue or post, or cause Newco to cause to be issued or posted, such guarantees, letters of credit, surety, performance or other bonds, cash or other collateral or similar credit support arrangements (the Newco Support Instruments) in a form and amount sufficient to # replace each guarantee, letter of credit, surety, performance, or other bond, cash or other collateral or similar credit support arrangement issued or posted by or for the account of Crestwood or any of its Affiliates (excluding Newco and the Contributed Entities) to support the operations and obligations of Newco or any Contributed Entity, as set forth on [Section 5.9(a)] of the Crestwood Disclosure Schedule (the Released Support Instruments) and # effect the full release or return of the Released Support Instruments and the full release of each issuer of or obligor under the Released Support Instruments (excluding Newco and any Contributed Entity) from its obligation or liability thereunder or in respect thereof. All costs and expenses of or associated with the Newco Support Instruments shall be borne by Newco and shall not be Transaction Expenses.
Specific Types of Claims Included in Release. The claims released herein specifically include, but are not limited to, the following types of claims:
This Release includes, but is not limited to, claims relating to [[Ms. Petryszyn:Person]]’s employment by or retirement from the Company and any Released Party, any rights of continued employment, reinstatement or reemployment by the Company and any Released Party, claims relating to or arising under Company or Released Party dispute resolution procedures, claims for any costs or attorneys’ fees incurred by [[Ms. Petryszyn:Person]], and claims for severance benefits.
Not U.S. person. The Option Holder is not a “U.S. person” (as such term is defined in Regulation S of the Securities Act) and is not acquiring the Option and/or purchasing the Purchase Shares for the account or benefit of any “U.S. person”.
Executive understands that Executive may later discover claims or facts that may be different than, or in addition to, those that Executive now knows or believes to exist regarding the subject matter of the Released Claims, and which, if known at the time of signing this Agreement, may have materially affected this Agreement and the Executives decision to enter into this Agreement and grant the release and covenant not to sue contained herein. Nevertheless, Executive, for himself, his heirs, executors, administrators, and assigns, intends to fully, finally and forever settle and release all Released Claims that now exist, may exist or previously existed,
Company Release. Effective upon delivery of the Settlement Amount by the Company to the Lender in accordance with the Settlement Instructions, the Company, on behalf of itself and its successors and assigns, hereby forever waives, releases and discharges, and hereby covenants not to assert or prosecute, any and all claims (including, without limitation, cross-claims, counterclaims, rights of setoff and recoupment), causes of action, demands, suits, costs, expenses and damages arising out of actions taken under the Indebtedness Documents or any failure to act under the Indebtedness Documents that it now has or hereafter may have, of whatsoever nature and kind, whether known or unknown, whether now existing or hereafter arising, whether arising at law or in equity (the “Company Released Claims”, and collectively with the Lender Released Claims, the “Released Claims”), against the Lender (in its capacity as a lender or in any other capacity) and any its subsidiaries and affiliates, and each its successors, assigns, officers, directors, employees, agents, attorneys and other representatives (collectively, the “Lender Releasees”, and collectively with the Company Releasees, the “Releasees”), based in whole or in part on facts, whether or not known, existing on or prior to the Effective Date.
Scope of Release. The Released Claims include, but are not limited to: # all claims arising out of or in any way related to your employment with the Company, or the termination of that employment; # all claims related to your compensation or benefits from the Company, including salary, bonuses, commissions, vacation, expense reimbursements, severance pay, fringe benefits, stock, stock options, or any other ownership, equity, or profits interests in the Company; #
By signing this Agreement, Lammersfeld also releases the Released Parties from any claims regarding any determinations as to the application of Section 409A of the Internal Revenue Code to this Agreement and any payments made under this Agreement based on such determinations. These references to specific claims do not in any way limit the general and comprehensive nature of the release of claims provided by Lammersfeld under this Paragraph 4.
You agree that this Agreement provides benefits to you that are above and beyond anything to which you are otherwise entitled. This release does not include any claims that may not be released by law, and this release does not waive claims or rights that arise after the dates on which you execute and then re-execute this Agreement. Further, this release will not prevent you from doing either of the following:
Any and all other civil claims for damages, costs, expenses and or attorneys’ fees of any kind whatsoever that Executive has or may have against the Released Parties at the Effective Time whether he knows about them or not.
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”). I understand and intend 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. Notwithstanding anything contained in this General Release to the contrary, Claims shall not include (a) any claims I may have against the Released Parties for a failure to comply with, or a breach of, any provision of the Agreement, (b) any rights I may have to indemnification (i) as an officer, director or employee under the Articles of Incorporation or By-Laws of any of the Released Parties or (ii) pursuant to any insurance policies or contracts of any of the Released Parties, (c) any claims I may have against the Released Parties for vested benefits as of the date of the termination of my employment under any agreement, plan or program of any of the Released Parties, or (d) any right to continuation coverage under COBRA.
For a Run, Evelo will pay to Biose amounts as follows: # an Engineering Run fee will be ; and # a GMP Run fee will be ; provided, however, if Evelo elects to forego an Engineering Run for a given Strain before having Biose perform a GMP Run with such Strain, Evelo will pay to Biose for such GMP Run (i.e., an additional more than the normal GMP Run fee). The Run fees above are fixed for the term of this Agreement, and do not include .
or accept any compensatory damages, back pay, front pay, or reinstatement remedies for Executive personally with respect to any claims released by this Agreement.
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