No Interference with Rights. The Parties agree that nothing in this Agreement shall be construed to prohibit you from challenging illegal conduct and/or engaging in protected activity, including without limitation filing a charge or complaint with, and/or participating in any investigation or proceeding conducted by, the Equal Employment Opportunity Commission (the “EEOC”), the National Labor Relations Board (the “NLRB”), the Securities and Exchange Commission (the “SEC”), the Occupational Safety and Health Act (“OSHA”), and/or any other federal, state, or local government agency. Further, the Parties agree that nothing in this Agreement shall be construed to interfere with the ability of any federal, state, or local government agency to investigate any such charge or complaint, or your ability to communicate voluntarily with, including providing documents or other information to, any such agency. However, by signing this Agreement, you understand that you are waiving your right to receive individual relief (including without limitation back pay, front pay, reinstatement, or other legal or equitable relief) based on claims asserted in any such charge or complaint, except where such a waiver is prohibited and except for any right you may have to receive a payment or award from a government agency (and not the Company) for information provided to the government agency. You understand that your release of claims as contained in this Agreement does not extend to any rights you may have under any laws governing the filing of claims for COBRA, unemployment, disability insurance, and/or workers’ compensation benefits. You further understand that nothing herein shall be construed to prohibit you from: (a) challenging the Company’s failure to comply with its promises to make payment and provide other consideration under this Agreement; (b) asserting your right to any vested benefits to which you are entitled pursuant to the terms of the applicable plans and/or applicable law; (c) challenging the knowing and voluntary nature of your release of claims under the Age Discrimination in Employment Act; (d) asserting any claim that controlling law clearly states cannot lawfully be waived by private agreement; and/or (e) asserting any claim that may arise after the date that you signed this Agreement. Nothing in this Agreement shall be construed as a waiver of your right to testify in an administrative, legislative, or judicial proceeding concerning alleged criminal conduct or sexual harassment on the part of the Company, or on the part of the agents or employees of the Company, when you have been required or requested to attend such a proceeding pursuant to a court order, subpoena, or written request from an administrative agency or the legislature. Nothing in this Agreement shall be construed to prohibit you from reporting an event that you reasonably and in good faith believe is a violation of law to the relevant law-enforcement agency (including but not limited to the EEOC, Department of Justice, the SEC, Congress, the Department of Labor, and any Inspector General), from cooperating in an investigation conducted by such a government agency, or making other disclosures that are protected under the whistleblower provisions of any law or regulation. This may include disclosure of trade secret or confidential information within the limitations permitted by the 2016 Defend Trade Secrets Act (the “DTSA”). You are hereby provided notice that under the DTSA, (1) no individual will be held criminally or civilly liable under federal or state trade secret law for the disclosure of a trade secret (as defined in the
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No Interference with Rights. The Parties agree Notwithstanding the foregoing, I understand that the following rights or claims are not included in my Release (the “Excluded Claims”): (a) any rights or claims for indemnification I may have pursuant to any fully executed indemnification agreement with the Company or its affiliate to which I am a party; the charter, bylaws, or operating agreements of the Company or its affiliate; or under applicable law; (b) any rights or claims which cannot be waived as a matter of law; or (c) any claims for breach of the Employment Agreement arising after the date that I sign this Release. In addition, I understand that nothing in this Agreement shall be construed to prohibit you Release prevents me from challenging illegal conduct and/or engaging in protected activityfiling, including without limitation filing a charge or complaint cooperating with, and/or or participating in any investigation or proceeding conducted by, before the Equal Employment Opportunity Commission (the “EEOC”)Commission, the Department of Labor, National Labor Relations Board (the “NLRB”)Board, the Securities and Exchange Commission (the “SEC”), the Occupational Safety and Health Act (“OSHA”), and/or ) or any other federal, state, state or local government agency, except that I hereby waive my right to any monetary benefits in connection with any such claim, charge or proceeding other than a monetary award payable by the SEC in connection with the disclosure of possible legal violations. FurtherThe Company is not permitted to retaliate against me for any such filing, cooperation or participation, and I am not required to inform or otherwise give notice to the Company in connection with any such filing, cooperation or participation. I hereby represent and warrant that, other than the Excluded Claims, I am not aware of any claims I have or might have against the Released Parties agree that are not included in the Released Claims. I understand that nothing in this Agreement shall be construed Release limits me from exercising rights under Section 7 of the NLRA to interfere engage in protected, concerted activity with the ability of any federalother employees, state, or local government agency to investigate any such charge or complaint, or your ability to communicate voluntarily with, including providing documents or other information to, any such agency. However, although by signing this Agreement, you understand that you are Release I am waiving your right rights to receive individual relief (including without limitation back paybackpay, front payfrontpay, reinstatement, reinstatement or other legal or equitable relief) based on claims asserted in any such charge or charge, complaint, except where such a waiver is prohibited and or lawsuit or other proceeding brought by me or on my behalf by any third party, except for any right you I may have to receive a payment or award from a government agency (and not the Company) for information provided to the government agency. You understand that your release of claims as contained in this Agreement does not extend to any rights you may have under any laws governing the filing of claims for COBRA, unemployment, disability insurance, and/or workers’ compensation benefits. You further understand that nothing herein shall be construed to prohibit you from: (a) challenging the Company’s failure to comply with its promises to make payment and provide other consideration under this Agreement; (b) asserting your right to any vested benefits to which you are entitled pursuant to the terms of the applicable plans and/or applicable law; (c) challenging the knowing and voluntary nature of your release of claims under the Age Discrimination in Employment Act; (d) asserting any claim that controlling law clearly states cannot lawfully be waived by private agreement; and/or (e) asserting any claim that may arise after the date that you signed this Agreement. Nothing in this Agreement shall be construed as a waiver of your right to testify in an administrative, legislative, or judicial proceeding concerning alleged criminal conduct or sexual harassment on the part of the Company, or on the part of the agents or employees of the Company, when you have been required or requested to attend such a proceeding pursuant to a court order, subpoena, or written request from an administrative agency or the legislature. Nothing in this Agreement shall be construed to prohibit you from reporting an event that you reasonably and in good faith believe is a violation of law to the relevant law-enforcement agency (including but not limited to the EEOC, Department of Justice, the SEC, Congress, the Department of Labor, and any Inspector General), from cooperating in an investigation conducted by such a government agency, or making other disclosures that are protected under the whistleblower provisions of any law or regulation. This may include disclosure of trade secret or confidential information within the limitations permitted by the 2016 Defend Trade Secrets Act (the “DTSA”). You are hereby provided notice that under the DTSA, (1) no individual will be held criminally or civilly liable under federal or state trade secret law for the disclosure of a trade secret (as defined in theotherwise where prohibited.
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No Interference with Rights. The Parties agree I understand that nothing in this Agreement Release and Waiver, shall be construed to prohibit you from challenging illegal conduct and/or engaging in protected activity, including without limitation me from: (a) filing a charge or complaint with, and/or or participating or cooperating in any investigation or proceeding conducted by, the National Labor Relations Board, Equal Employment Opportunity Commission (the “EEOC”), the National Labor Relations Board (the “NLRB”)Commission, the Securities and Exchange Commission (the “SEC”)Commission, the Occupational Safety and Health Act (“OSHA”), Department of Labor and/or any other federal, state, or local government agency. Further, the Parties agree that nothing in this Agreement shall be construed to interfere with the ability of any federal, state, state or local government agency to investigate any such charge or complaint, or your ability to communicate voluntarily withagency, including providing documents or any other information toinformation, any such agency. Howeveror (b) challenging the validity of this Agreement under the ADEA or the OWBPA, or (c) exercising rights under Section 7 of the NLRA to engage in protected, concerted activity with other employees, although by signing this AgreementRelease and Waiver, you I understand that you are I am waiving your my right to receive individual relief (including without limitation back pay, front pay, reinstatement, or other legal or equitable relief) based on claims asserted in any such charge charges or complaintcomplaints, except where such a waiver is prohibited and except for any right you I may have to receive a payment or award from a government agency (and not the Company) for information provided to the government agency. You I understand that your my release of claims as contained in this Agreement Release and Waiver does not extend to any rights you I may have under any laws governing the filing of claims for COBRA, unemployment, disability insurance, insurance and/or workers’ compensation benefits. You I further understand that nothing herein shall be construed to prohibit you preclude me from: (a) challenging any failure by the Company’s failure Company to comply with its promises to make payment and provide other consideration under as set forth in this Agreement; Release and Waiver or (b) asserting your right to seeking any vested rights or benefits to which you are I am legally entitled pursuant to any Company sponsored benefit plan. I acknowledge that, except as specifically provided in this Release and Waiver, I am not entitled to any other further compensation or benefits of any kind based on my employment at the terms Company, except as otherwise set forth above and in the Employment Agreement. I further acknowledge and agree that I have not suffered any on-the-job injury for which I have not already filed a claim. I acknowledge that, among other rights, if I am age 40 or older, I am waiving and releasing any rights I may have under ADEA, that this Release and Waiver is knowing and voluntary, and that the consideration of my continued employment given for this Release and Waiver is not something to which I was otherwise entitled. Pursuant to the applicable plans and/or applicable lawOWBPA, I have been advised: (1) to consult an attorney regarding this Release and Waiver before executing it, including whether to sign it; (c2) challenging the knowing and voluntary nature of your release of I am waiving rights or claims under the Age Discrimination in Employment Act; (d) asserting any claim that controlling law clearly states cannot lawfully which may be waived by private agreementlaw in exchange for valuable consideration; and/or (e3) asserting any claim that rights or claims, including those arising under the ADEA, that may arise after the date this Release and Waiver is executed are not waived; (4) that you signed I have twenty-one (21) days from the date of receipt of this AgreementRelease and Waiver to sign and return it (“Consideration Period”); (5) that changes, whether material or immaterial, do not restart the running of the Consideration Period; (6) that I may sign this Release and Waiver before the end of the Consideration Period. Nothing in If I sign this Agreement shall be construed as Release and Waiver before the end of the Consideration period, it is because I freely chose to do so after carefully considering its terms, and I am knowingly and voluntarily waiving the remainder of the Consideration Period. I further agree that the Company has made no threats or promises to induce me to sign this Release and Waiver earlier; (7) that at any time within seven (7) days after executing this Release and Waiver, I may revoke it. If the revocation period expires on a waiver weekend or holiday, I will have until the end of your right the next business day to testify in an administrativerevoke; and (8) that if I do not revoke this Release and Waiver within the Revocation Period, legislativeit will become final, or judicial proceeding concerning alleged criminal conduct or sexual harassment binding and effective on the part day after the end of the CompanyRevocation Period. Dr. ▇▇▇▇ ▇▇▇▇▇▇ COMPANY By: Date: ____________________ Date: ____________________ PROPRIETARY INFORMATION AND INVENTIONS AGREEMENT (Dated August 27, or on the part of the agents or employees of the Company, when you have been required or requested to attend such a proceeding pursuant to a court order, subpoena, or written request from an administrative agency or the legislature. Nothing in this Agreement shall be construed to prohibit you from reporting an event that you reasonably and in good faith believe is a violation of law to the relevant law-enforcement agency (including but not limited to the EEOC, Department of Justice, the SEC, Congress, the Department of Labor, and any Inspector General), from cooperating in an investigation conducted by such a government agency, or making other disclosures that are protected under the whistleblower provisions of any law or regulation. This may include disclosure of trade secret or confidential information within the limitations permitted by the 2016 Defend Trade Secrets Act (the “DTSA”). You are hereby provided notice that under the DTSA, (12017) no individual will be held criminally or civilly liable under federal or state trade secret law for the disclosure of a trade secret (as defined in the
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