Common use of Claims Not Released Clause in Contracts

Claims Not Released. Notwithstanding the above, the release of claims in Section 3 hereof does not affect: (a) any right to vested benefits that Executive may have under the terms of any Company pension or retirement benefit plan or under any existing equity award agreements in effect with the Company; (b) the right to file any claims that are not permitted to be waived or released under applicable law or regulation, including but not limited to, the right to file claims for workers’ compensation or for unemployment compensation; (c) any claims arising after the date on which Executive signs this Agreement (such as claims for breach of this Agreement); (d) Executive’s rights as a Schrödinger, Inc. stockholder, or (e) any claims for indemnity, defense costs, or contribution Executive may have under the Company’s certificate of incorporation, by-laws, insurance and/or any indemnification agreement between Executive and the Company in the event that Executive is named or threatened to be named by any third party in any lawsuit or other proceeding arising from his employment by the Company (recognizing that such indemnity, defense costs and/or contribution is not guaranteed by this Agreement and shall be governed by the instrument, if any, providing for such indemnity, defense costs and/or contribution). Nothing in this Agreement is intended to prevent or shall be deemed to prohibit Executive from filing a charge with, cooperating with, or participating in any investigation or proceeding before, any local, state or federal government agency, including, without limitation, the Equal Employment Opportunity Commission or a state or local fair employment practices agency. Executive retains the right to participate in any such action but not the right to recover money damages or other individual legal or equitable relief awarded by any such governmental agency, including any payment, benefit, or attorneys’ fees, and hereby waives any right or claim to any such relief; provided, however, that nothing herein shall bar or impede in any way Executive’s ability to seek or receive a monetary incentive award from any governmental agency or regulatory authority in connection with information provided to the governmental agency or regulatory authority.

Appears in 1 contract

Sources: Separation and Release of Claims Agreement (Schrodinger, Inc.)

Claims Not Released. Notwithstanding the aboveforegoing, this general release (the “Release”) shall not operate to release any rights or claims of claims the undersigned (i) to payments or benefits under Section 4(b) or 4(d) of that certain Employment Agreement, effective as of June 25, 2021, between the Company and the undersigned (the “Employment Agreement”), as modified by that certain Separation and General Release Agreement, dated as of April 15, 2022, between the Company and the undersigned, with respect to the payments and benefits provided in Section 3 hereof does not affect: exchange for this Release, (aii) to payments or benefits under any right equity award agreement between the undersigned and the Company or as a holder of any securities of the Company, (iii) with respect to Sections 2(b)(iv) or 4(a) of the Employment Agreement, (iv) to accrued or vested benefits that Executive the undersigned may have under have, if any, as of the terms of any Company pension or retirement benefit plan or date hereof under any existing equity award agreements in effect applicable plan, policy, practice, program, contract or agreement with the Company; , (bv) to any Claims, including claims for indemnification and/or advancement of expenses arising under any indemnification agreement between the right undersigned and the Company or under the bylaws, certificate of incorporation or other similar governing document of the Company, (vi) to file any claims that are Claims which cannot permitted to be waived or released by an employee under applicable law or regulation, including but not limited to, (vii) with respect to the undersigned’s right to file claims for workers’ compensation or for unemployment compensation; (c) any claims arising after the date on which Executive signs this Agreement (such as claims for breach of this Agreement); (d) Executive’s rights as a Schrödinger, Inc. stockholder, or (e) any claims for indemnity, defense costs, or contribution Executive may have under the Company’s certificate of incorporation, by-laws, insurance and/or any indemnification agreement between Executive and the Company in the event that Executive is named or threatened to be named by any third party in any lawsuit or other proceeding arising from his employment by the Company (recognizing that such indemnity, defense costs and/or contribution is not guaranteed by this Agreement and shall be governed by the instrument, if any, providing for such indemnity, defense costs and/or contribution). Nothing in this Agreement is intended to prevent or shall be deemed to prohibit Executive from filing a charge communicate directly with, cooperating cooperate with, or participating in any investigation or proceeding beforeprovide information to, any localfederal, state or federal local government agencyregulator. THE UNDERSIGNED ACKNOWLEDGES THAT HE OR SHE HAS BEEN ADVISED BY LEGAL COUNSEL AND IS FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, includingWHICH PROVIDES AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS 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 AND THAT, without limitationIF KNOWN BY HIM OR HER, the Equal Employment Opportunity Commission or a state or local fair employment practices agency. Executive retains the right to participate in any such action but not the right to recover money damages or other individual legal or equitable relief awarded by any such governmental agencyWOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.” THE UNDERSIGNED, including any paymentBEING AWARE OF SAID CODE SECTION, benefitHEREBY EXPRESSLY WAIVES ANY RIGHTS HE OR SHE MAY HAVE THEREUNDER, or attorneys’ fees, and hereby waives any right or claim to any such relief; provided, however, that nothing herein shall bar or impede in any way Executive’s ability to seek or receive a monetary incentive award from any governmental agency or regulatory authority in connection with information provided to the governmental agency or regulatory authorityAS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.

Appears in 1 contract

Sources: Separation and General Release Agreement (Beachbody Company, Inc.)

Claims Not Released. Notwithstanding the aboveforegoing, this general release (the “Release”) shall not operate to release any rights or claims of the undersigned (i) to payments or benefits under Section 4(b) of that certain Employment Agreement, dated as of February 22, 2021, between the Company and the undersigned (the “Employment Agreement”), with respect to the payments and benefits provided in exchange for this Release, (ii) to payments or benefits under any equity award agreement between the undersigned and Virgin Galactic Holdings, Inc., the release parent company of claims in the Company, (iii) with respect to Section 3 hereof does not affect: 2(b)(vii) of the Employment Agreement, (aiv) any right to accrued or vested benefits that Executive the undersigned may have under have, if any, as of the terms of any Company pension or retirement benefit plan or date hereof under any existing equity award agreements in effect applicable plan, policy, practice, program, contract or agreement with the Company; , (bv) to any Claims, including claims for indemnification and/or advancement of expenses arising under any indemnification agreement between the right undersigned and the Company or under the bylaws, certificate of incorporation or other similar governing document of the Company, (vi) to file any claims that are Claims which cannot permitted to be waived or released by an employee under applicable law or regulation, including but not limited to, (vii) with respect to the undersigned’s right to file claims for workers’ compensation or for unemployment compensation; (c) any claims arising after the date on which Executive signs this Agreement (such as claims for breach of this Agreement); (d) Executive’s rights as a Schrödinger, Inc. stockholder, or (e) any claims for indemnity, defense costs, or contribution Executive may have under the Company’s certificate of incorporation, by-laws, insurance and/or any indemnification agreement between Executive and the Company in the event that Executive is named or threatened to be named by any third party in any lawsuit or other proceeding arising from his employment by the Company (recognizing that such indemnity, defense costs and/or contribution is not guaranteed by this Agreement and shall be governed by the instrument, if any, providing for such indemnity, defense costs and/or contribution). Nothing in this Agreement is intended to prevent or shall be deemed to prohibit Executive from filing a charge communicate directly with, cooperating cooperate with, or participating in any investigation or proceeding beforeprovide information to, any localfederal, state or federal local government agencyregulator. 3. Unknown Claims. THE UNDERSIGNED ACKNOWLEDGES THAT THE UNDERSIGNED HAS BEEN ADVISED BY LEGAL COUNSEL AND IS FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, includingWHICH PROVIDES AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN THE EXECUTIVE’S FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, without limitationIF KNOWN BY HIM OR HER, the Equal Employment Opportunity Commission or a state or local fair employment practices agency. Executive retains the right to participate in any such action but not the right to recover money damages or other individual legal or equitable relief awarded by any such governmental agency, including any payment, benefit, or attorneys’ fees, and hereby waives any right or claim to any such relief; provided, however, that nothing herein shall bar or impede in any way Executive’s ability to seek or receive a monetary incentive award from any governmental agency or regulatory authority in connection with information provided to the governmental agency or regulatory authorityWOULD HAVE MATERIALLY AFFECTED THE EXECUTIVE’S SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

Appears in 1 contract

Sources: Employment Agreement (Virgin Galactic Holdings, Inc)

Claims Not Released. Notwithstanding the aboveforegoing, this general release (the “Release”) shall not operate to release any rights or claims of claims the undersigned (i) to payments or benefits under Section 4(b) of that certain Employment Agreement, dated as of October 24, 2022, between the Company and the undersigned (the “Employment Agreement”), with respect to the payments and benefits provided in exchange for this Release, (ii) to payments or benefits under any equity award agreement between the undersigned and PubCo, (iii) with respect to Section 3 hereof does not affect: 2(b)(viii) of the Employment Agreement, (aiv) any right to accrued or vested benefits that Executive the undersigned may have under the terms of any Company pension or retirement benefit plan or under any existing equity award agreements in effect with the Company; (b) the right to file any claims that are not permitted to be waived or released under applicable law or regulation, including but not limited to, the right to file claims for workers’ compensation or for unemployment compensation; (c) any claims arising after the date on which Executive signs this Agreement (such as claims for breach of this Agreement); (d) Executive’s rights as a Schrödinger, Inc. stockholder, or (e) any claims for indemnity, defense costs, or contribution Executive may have under the Company’s certificate of incorporation, by-laws, insurance and/or any indemnification agreement between Executive and the Company in the event that Executive is named or threatened to be named by any third party in any lawsuit or other proceeding arising from his employment by the Company (recognizing that such indemnity, defense costs and/or contribution is not guaranteed by this Agreement and shall be governed by the instrumenthave, if any, providing as of the date hereof under any applicable plan, policy, practice, program, contract or agreement with the Company, (v) to file a claim for such indemnityunemployment or workers’ compensation benefits, defense costs and/or contribution). Nothing in this Agreement is intended (vi) to prevent or shall be deemed bring to prohibit Executive from filing a charge with, cooperating with, or participating in any investigation or proceeding before, any local, state or federal government agency, including, without limitation, the attention of the U.S. Equal Employment Opportunity Commission or a similar state or local fair employment practices agency. Executive retains the right to participate in any such action but not the right to recover money damages or other individual legal or equitable relief awarded by any such governmental agencyadministrative agency claims of discrimination, including any paymentharassment, benefit, or attorneys’ feesinterference with leave rights, and hereby waives any right or claim to any such reliefretaliation; provided, however, that nothing herein shall bar the undersigned releases the undersigned’s right to secure damages or impede in other relief for any way Executive’s ability such alleged treatment, (vii) to seek any Claims for indemnification and/or advancement of expenses arising under any indemnification agreement between the undersigned and the Company or receive a monetary incentive award from under the bylaws, certificate of incorporation or other similar governing document of the Company, (viii) to any governmental agency Claims which cannot be waived by an employee under applicable law or regulatory authority in connection (ix) with information provided respect to the governmental agency undersigned’s right to communicate directly with, cooperate with, or regulatory authority.provide information to, any federal, state or local government regulator. 3. Unknown Claims. THE UNDERSIGNED ACKNOWLEDGES THAT THE UNDERSIGNED HAS BEEN ADVISED BY LEGAL COUNSEL AND IS FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS 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 AND

Appears in 1 contract

Sources: Employment Agreement (Virgin Galactic Holdings, Inc)

Claims Not Released. Notwithstanding the aboveforegoing, this general release (the “Release”) shall not operate to release any rights or claims of claims the undersigned (i) to payments or benefits under Section 3(e)(i) and also under Section 3(e)(ii) of that certain Amended and Restated Employment Agreement, dated as of July 29, 2025, between the Company and the undersigned (the “Employment Agreement”), with respect to the payments and benefits provided in Section 3 hereof does not affect: exchange for this Release, (aii) to payments or benefits under any right equity award agreement between the undersigned and PubCo, (iii) with respect to Sections 2(b)(vi) and 2(b)(vii) of the Employment Agreement, (iv) to accrued or vested benefits that Executive the undersigned may have under have, if any, as of the terms of any Company pension or retirement benefit plan or date hereof under any existing equity award agreements in effect applicable plan, policy, practice, program, contract or agreement with the Company; , (bv) to any Claims, including claims for indemnification and/or advancement of expenses arising under any indemnification agreement between the right undersigned and the Company or under the bylaws, certificate of incorporation or other similar governing document of the Company and also the “Indemnification Rights” as defined in the Employment Agreement, (vi) to file any claims that are Claims which cannot permitted to be waived or released by an employee under applicable law or regulation, including but not limited to, (vii) with respect to the undersigned’s right to file claims for workers’ compensation or for unemployment compensation; (c) any claims arising after the date on which Executive signs this Agreement (such as claims for breach of this Agreement); (d) Executive’s rights as a Schrödinger, Inc. stockholder, or (e) any claims for indemnity, defense costs, or contribution Executive may have under the Company’s certificate of incorporation, by-laws, insurance and/or any indemnification agreement between Executive and the Company in the event that Executive is named or threatened to be named by any third party in any lawsuit or other proceeding arising from his employment by the Company (recognizing that such indemnity, defense costs and/or contribution is not guaranteed by this Agreement and shall be governed by the instrument, if any, providing for such indemnity, defense costs and/or contribution). Nothing in this Agreement is intended to prevent or shall be deemed to prohibit Executive from filing a charge communicate directly with, cooperating cooperate with, or participating in any investigation or proceeding beforeprovide information to, any localfederal, state or federal local government agencyregulator. 3. Unknown Claims. THE UNDERSIGNED ACKNOWLEDGES THAT THE UNDERSIGNED HAS BEEN ADVISED BY LEGAL COUNSEL AND IS FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, including, without limitation, the Equal Employment Opportunity Commission or a state or local fair employment practices agency. Executive retains the right to participate in any such action but not the right to recover money damages or other individual legal or equitable relief awarded by any such governmental agency, including any payment, benefit, or attorneys’ fees, and hereby waives any right or claim to any such relief; provided, however, that nothing herein shall bar or impede in any way Executive’s ability to seek or receive a monetary incentive award from any governmental agency or regulatory authority in connection with information provided to the governmental agency or regulatory authority.WHICH PROVIDES AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST

Appears in 1 contract

Sources: Employment Agreement (Virgin Galactic Holdings, Inc)

Claims Not Released. Notwithstanding Anything to the abovecontrary notwithstanding contained herein, the nothing herein shall release of Company or any Releasee from any claims in Section 3 hereof does not affect: or damages based on (ai) any right to vested benefits that the Executive may have under to enforce this Release or the terms of any Company pension or retirement benefit plan or under any existing equity award agreements in effect with the Company; Employment Agreement, (b) the right to file any claims that are not permitted to be waived or released under applicable law or regulation, including but not limited to, the right to file claims for workers’ compensation or for unemployment compensation; (cii) any claims arising right or claim that arises after the date on which Executive signs this Agreement (such as claims for breach of this Agreement); Release, (d) Executive’s rights as a Schrödinger, Inc. stockholder, or (eiii) any claims for indemnityClaim or Claims relating to any rights, defense costs, benefits or contribution Executive may have entitlements (including equity awards) which are accrued or vested or otherwise payable (whether immediately or over time) as of the Date of Termination under the Company’s certificate of incorporation, by-laws, insurance and/or any indemnification agreement Employment Agreement between Executive and the Company Company, effective December 14, 2015, and any employee benefit plans, programs, equity award plans, awards and/or programs in which Executive participated , (iv) the Executive’s eligibility for indemnification and advancement of expenses in accordance with any agreement with the Company, applicable laws or the certificate of incorporation and by-laws of Company, or any applicable insurance policy or (v) any right the Executive may have to obtain contribution as permitted by law in the event that of entry of judgment against the Executive is named as a result of any act or threatened failure to be named by act for which the Executive, on the one hand, and Company or any third party in Releasee, on the other hand, are jointly liable. Further and anything to the contrary notwithstanding contained herein, nothing herein shall release the Executive or her heirs or legal representatives from any lawsuit claims or other proceeding arising from his employment by damages based on (i) any right the Company may have to enforce this Release, (recognizing that such indemnity, defense costs and/or contribution is not guaranteed by this Agreement and shall be governed by the instrument, if any, providing for such indemnity, defense costs and/or contribution). Nothing in this Agreement is intended to prevent or shall be deemed to prohibit Executive from filing a charge with, cooperating with, or participating in any investigation or proceeding before, any local, state or federal government agency, including, without limitation, the Equal Employment Opportunity Commission or a state or local fair employment practices agency. Executive retains the right to participate in any such action but not the right to recover money damages or other individual legal or equitable relief awarded by any such governmental agency, including any payment, benefit, or attorneys’ fees, and hereby waives ii) any right or claim that arises after the date of this Release or (iii) any right the Company may have to obtain contribution as permitted by law in the event of entry of judgment against the Company as a result of any such relief; providedact or failure to act for which the Company on the one hand, howeverand the Executive, that nothing herein shall bar or impede in any way Executive’s ability to seek or receive a monetary incentive award from any governmental agency or regulatory authority in connection with information provided to on the governmental agency or regulatory authorityother hand, are jointly liable.

Appears in 1 contract

Sources: Executive Employment Agreement (Innophos Holdings, Inc.)

Claims Not Released. Notwithstanding the abovegenerality of the foregoing, the release Claims released shall not include any of claims in Section 3 hereof does not affect: the following (athe “Unreleased Claims”): (i) any claim or right that may not be released by private agreement, including without limitation, any claim for unemployment insurance benefits, any worker’s compensation claim and any claim for indemnification under California Labor Code Sections 2800 or 2802; (ii) Claims I may now or hereafter have to vested enforce (A) the payments required to be made and other obligations required to be performed by the Company following the termination of my employment pursuant to Section 4 of the Employment Agreement, (B) the Indemnification Agreement made as of February 23, 2007 by and between me and the Company, (C) any stock option, restricted stock or other similar agreements between me and the Company, (D) any warrants of the Company which I may hold, or (E) the Investor Rights Agreement and the Registration Rights Agreement or any similar agreement with the Company executed by me in connection with the Company’s Series C Preferred Stock financing; (iii) benefits that Executive may have under the terms of any Company pension or retirement benefit plan or under any existing equity award agreements in effect with the Company; ’s employee benefit plans, programs and arrangements to which I am vested as of the date of my termination of employment, (biv) any economic rights or Claims I may have as an owner or holder of any stock or other securities of the right to file any claims that are not permitted to be waived or released under applicable law or regulationCompany, including but not limited torights arising prior to the date hereof pursuant to Subchapter XIII of the General Corporation Law of Delaware against the Company, the right to file claims for workers’ compensation it’s directors or for unemployment compensation; officers, (cv) properly reimbursable expenses whether submitted heretofore or hereafter, and (vi) any claims arising after the date on which Executive signs this Agreement (such as claims for breach of this Agreement); (d) Executive’s rights as a Schrödinger, Inc. stockholder, or (e) any claims for indemnity, defense costs, or contribution Executive Claims I may have prior hereto, now or in the future to indemnification under the Company’s certificate Certificate of incorporation, byIncorporation or By-laws, insurance and/or any indemnification agreement between Executive laws or the General Corporation Law of the State of Delaware or the Company’s Directors’ and the Company in the event that Executive is named or threatened to be named by any third party in any lawsuit Officers’ or other proceeding arising from his employment by the Company (recognizing that such indemnity, defense costs and/or contribution is not guaranteed by this Agreement and shall be governed by the instrument, if any, providing for such indemnity, defense costs and/or contribution). Nothing in this Agreement is intended to prevent or shall be deemed to prohibit Executive from filing a charge with, cooperating with, or participating in any investigation or proceeding before, any local, state or federal government agency, including, without limitation, the Equal Employment Opportunity Commission or a state or local fair employment practices agency. Executive retains the right to participate in any such action but not the right to recover money damages or other individual legal or equitable relief awarded by any such governmental agency, including any payment, benefit, or attorneys’ fees, and hereby waives any right or claim to any such relief; provided, however, that nothing herein shall bar or impede in any way Executive’s ability to seek or receive a monetary incentive award from any governmental agency or regulatory authority in connection with information provided to the governmental agency or regulatory authorityliability insurance.

Appears in 1 contract

Sources: Employment Agreement (Advanced BioHealing Inc)

Claims Not Released. Notwithstanding the aboveforegoing, this general release (the “Release”) shall not operate to release any rights or claims of claims the undersigned (i) to payments or benefits under Section 4(b) or 4(d) of that certain Employment Agreement, effective as of June 25, 2021, between the Company and the undersigned (the “Employment Agreement”), with respect to the payments and benefits provided in Section 3 hereof does not affect: exchange for this Release, (aii) to payments or benefits under any right equity award agreement between the undersigned and the Company or as a holder of any securities of the Company, (iii) with respect to Sections 2(b)(iv) or 4(a) of the Employment Agreement, (iv) to accrued or vested benefits that Executive the undersigned may have under have, if any, as of the terms of any Company pension or retirement benefit plan or date hereof under any existing equity award agreements in effect applicable plan, policy, practice, program, contract or agreement with the Company; , (bv) to any Claims, including claims for indemnification and/or advancement of expenses arising under any indemnification agreement between the right undersigned and the Company or under the bylaws, certificate of incorporation or other similar governing document of the Company, (vi) to file any claims that are Claims which cannot permitted to be waived or released by an employee under applicable law or regulation, including but not limited to, (vii) with respect to the undersigned’s right to file claims for workers’ compensation or for unemployment compensation; (c) any claims arising after the date on which Executive signs this Agreement (such as claims for breach of this Agreement); (d) Executive’s rights as a Schrödinger, Inc. stockholder, or (e) any claims for indemnity, defense costs, or contribution Executive may have under the Company’s certificate of incorporation, by-laws, insurance and/or any indemnification agreement between Executive and the Company in the event that Executive is named or threatened to be named by any third party in any lawsuit or other proceeding arising from his employment by the Company (recognizing that such indemnity, defense costs and/or contribution is not guaranteed by this Agreement and shall be governed by the instrument, if any, providing for such indemnity, defense costs and/or contribution). Nothing in this Agreement is intended to prevent or shall be deemed to prohibit Executive from filing a charge communicate directly with, cooperating cooperate with, or participating in any investigation or proceeding beforeprovide information to, any localfederal, state or federal local government agencyregulator. THE UNDERSIGNED ACKNOWLEDGES THAT HE OR SHE HAS BEEN ADVISED BY LEGAL COUNSEL AND IS FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, includingWHICH PROVIDES AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS 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 AND THAT, without limitationIF KNOWN BY HIM OR HER, the Equal Employment Opportunity Commission or a state or local fair employment practices agency. Executive retains the right to participate in any such action but not the right to recover money damages or other individual legal or equitable relief awarded by any such governmental agencyWOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.” THE UNDERSIGNED, including any paymentBEING AWARE OF SAID CODE SECTION, benefitHEREBY EXPRESSLY WAIVES ANY RIGHTS HE OR SHE MAY HAVE THEREUNDER, or attorneys’ fees, and hereby waives any right or claim to any such relief; provided, however, that nothing herein shall bar or impede in any way Executive’s ability to seek or receive a monetary incentive award from any governmental agency or regulatory authority in connection with information provided to the governmental agency or regulatory authorityAS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.

Appears in 1 contract

Sources: Employment Agreement (Forest Road Acquisition Corp.)

Claims Not Released. Notwithstanding the aboveforegoing, this general release (the “Release”) shall not operate to release any rights or claims of claims the undersigned (i) to payments or benefits under Section 4(b) of that certain Employment Agreement, dated as of September 11, 2021, between the Company and the undersigned (the “Employment Agreement”), with respect to the payments and benefits provided in exchange for this Release, (ii) to payments or benefits under any equity award agreement between the undersigned and PubCo, (iii) with respect to Section 3 hereof does not affect: 2(b)(vii) of the Employment Agreement, (aiv) any right to accrued or vested benefits that Executive the undersigned may have under have, if any, as of the terms of any Company pension or retirement benefit plan or date hereof under any existing equity award agreements in effect applicable plan, policy, practice, program, contract or agreement with the Company; , (bv) to any Claims, including claims for indemnification and/or advancement of expenses arising under any indemnification agreement between the right undersigned and the Company or under the bylaws, certificate of incorporation or other similar governing document of the Company, (vi) to file any claims that are Claims which cannot permitted to be waived or released by an employee under applicable law or regulation, including but not limited to, (vii) with respect to the undersigned’s right to file claims for workers’ compensation or for unemployment compensation; (c) any claims arising after the date on which Executive signs this Agreement (such as claims for breach of this Agreement); (d) Executive’s rights as a Schrödinger, Inc. stockholder, or (e) any claims for indemnity, defense costs, or contribution Executive may have under the Company’s certificate of incorporation, by-laws, insurance and/or any indemnification agreement between Executive and the Company in the event that Executive is named or threatened to be named by any third party in any lawsuit or other proceeding arising from his employment by the Company (recognizing that such indemnity, defense costs and/or contribution is not guaranteed by this Agreement and shall be governed by the instrument, if any, providing for such indemnity, defense costs and/or contribution). Nothing in this Agreement is intended to prevent or shall be deemed to prohibit Executive from filing a charge communicate directly with, cooperating cooperate with, or participating in any investigation or proceeding beforeprovide information to, any localfederal, state or federal local government agencyregulator. 3. Unknown Claims. THE UNDERSIGNED ACKNOWLEDGES THAT THE UNDERSIGNED HAS BEEN ADVISED BY LEGAL COUNSEL AND IS FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, includingWHICH PROVIDES AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN THE EXECUTIVE’S FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, without limitationIF KNOWN BY HIM OR HER, the Equal Employment Opportunity Commission or a state or local fair employment practices agency. Executive retains the right to participate in any such action but not the right to recover money damages or other individual legal or equitable relief awarded by any such governmental agency, including any payment, benefit, or attorneys’ fees, and hereby waives any right or claim to any such relief; provided, however, that nothing herein shall bar or impede in any way Executive’s ability to seek or receive a monetary incentive award from any governmental agency or regulatory authority in connection with information provided to the governmental agency or regulatory authorityWOULD HAVE MATERIALLY AFFECTED THE EXECUTIVE’S SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

Appears in 1 contract

Sources: Employment Agreement (Virgin Galactic Holdings, Inc)