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Exceptions to General Release
Exceptions to General Release contract clause examples
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Exceptions. Notwithstanding anything to the contrary in this Agreement, you are not releasing: # any rights to any vested benefit under any employee pension benefit plan, as defined by ERISA (including, for the avoidance of doubt, any benefits accrued or amounts deferred under the [[Company Group:Organization]] Employee Pension Plan, the [[Company Group:Organization]] Employee Retirement Savings Plan, the [[Company Group:Organization]] Deferred Compensation Plan and the [[Company Group:Organization]] Supplemental Executive Retirement Plan); # COBRA continuation coverage, as applicable; # any rights provided in this Agreement; # any rights or claims that may arise after the date you execute the Agreement; # claims for unemployment insurance, workers’ compensation benefits, or state disability compensation; # any rights or claims you may have for indemnification and/or advancement of legal fees to the fullest extent permitted by the Bylaws as modified by this Agreement, # any claims you may have due to your status as a passive shareholder of the stock of the Company Group, or # any other rights that cannot by law be released by private agreement.

Exceptions. Please note that you will not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of the Company Group’s trade secrets that:

Exceptions. Any other provision herein to the contrary notwithstanding, the Company shall not be obligated pursuant to the terms of this Agreement:

Exceptions. The Ownership Level requirements set forth in this Section are subject to such exceptions as the Compensation Committee of the Board of Directors may grant in its sole discretion if compliance with this Section would create a severe hardship for Executive or would prevent Executive from complying with a court order (e.g., as part of a divorce settlement).

Exceptions. THE EXCLUSION OF LIABILITY SET FORTH IN SECTION 10.2 DOES NOT APPLY TO # THE FAILURE OF THE COMPANY TO PAY THE SERVICE FEE OR OTHER DIRECT COSTS DUE UNDER THIS AGREEMENT, # INDEMNIFICATION OBLIGATIONS UNDER ARTICLE 9 (INDEMNITIES), # BREACHES OF ARTICLE 7 (CONFIDENTIALITY), # LIABILITY RESULTING FROM THE GROSS NEGLIGENCE, FRAUD OR WILLFUL OR CRIMINAL MISCONDUCT OF A PARTY, OR # THE

Exceptions. The obligations of Recipient under Section 9.1(b) shall not apply to any Confidential Information of the Discloser which the Recipient can demonstrate:

Exceptions. Notwithstanding the foregoing, a Party may use and disclose Confidential Information (including any Denali Confidential Information or Confidential Information) as follows:

Exceptions. Confidential Information of the Disclosing Party shall not include information that the Receiving Party can demonstrate by competent evidence: # was in the public domain at the time of disclosure by the Disclosing Party; # later became part of the public domain through no act or omission of the Receiving Party in breach of this Agreement; # is lawfully disclosed to the Receiving Party on a non-confidential basis by a Third Party having the right to disclose it; or # was already known by the Receiving Party at the time of receiving such information from the Disclosing Party, as evidenced by the Receiving Party’s pre-existing written records.

Exceptions. The provisions of paragraphs [(b) and (c) above] will not be deemed to prohibit any disclosure that is required by law or court order, provided that Employee has not intentionally taken actions to trigger such required disclosure and the Company is given reasonable prior notice and an opportunity to contest or minimize such disclosure.

In consideration for the Release Consideration, You fully, finally and unconditionally waive, release and forever discharge , and ’s current, former, and future controlling shareholders, subsidiaries, affiliates, related companies, predecessor companies, divisions, directors, trustees, officers, employees, agents, attorneys, successors, and assigns (and the current, former, and future controlling shareholders, directors, trustees, officers, employees, agents, and attorneys of any such subsidiaries, affiliates, related companies, predecessor companies, and divisions) (all of the foregoing released persons or entities being referred to herein collectively as “Releasees”), from any and all claims, complaints, demands, actions, suits, causes of action, obligations, damages and liabilities of whatever kind or nature, whether known or unknown, and regardless of whether the knowledge thereof would have materially affected Your agreement to release hereunder, based on any act, omission, event, occurrence, or nonoccurrence from the beginning of time to the Release Signature Date, including, but not limited to, claims that arise out of or in any way relate to Your employment or Your separation from employment with .

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