Release of the Executive Clause Samples

The "Release of the Executive" clause serves to formally discharge the executive from certain claims or liabilities related to their employment or its termination. Typically, this clause requires the executive to waive any legal claims they might have against the company, often as a condition for receiving severance or other post-employment benefits. By including this provision, the company ensures that potential disputes or lawsuits from the executive regarding their employment or separation are preemptively resolved, thereby reducing legal risk and providing finality to the employment relationship.
Release of the Executive. Except for the Executive’s breach of this Agreement, to the maximum extent permitted by applicable law, the Company Releasees, and each of them, RELEASE and FOREVER DISCHARGE the Executive and his heirs, legatees, agents, legal representatives, successors and assigns (the Executive and all of the foregoing being hereinafter collectively referred to as the “Executive Releasees”), of and from, and does hereby WAIVE, any and all rights, contracts, notes, torts, claims, grievances, arbitrations, damages, actions, causes of action, and suits, whether or not now known, suspected, or claimed, which they ever had, now have or claim, or might hereafter have or claim against the Executive Releasees, and each of them, relating to, directly or indirectly, any matter or thing occurring, in whole or in part, from the beginning of the world through the date hereof, including any and all rights, claims, grievances, arbitrations, suits, or causes of action which he has asserted or could assert (1) relating to the Executive’s employment with the Company or his termination therefrom without “Cause” on the Separation Date, (2) relating to his Employment Agreement (unless rights thereunder are otherwise preserved by this Agreement), and (3) under applicable law. The Company represents and warrants that the Company Releasees have not heretofore assigned or transferred to any person or entity any of the matters released under this Section 8(B), nor have the Company Releasees filed any charges or complaints against any of the Executive Releasees with any governmental or administrative agency or court. For any and all of the matters released under this Section 8(B), the Company covenants that the Company Releasees (i) shall not s▇▇, or cause any suit to be filed against, the Executive Releasees, or any of them, and (ii) shall not file, or cause to be filed, any complaints, charges, grievances, or arbitrations against the Executive Releasees, or any of them. The foregoing release of the Executive does not extend to those claims for which Section 145 of the General Corporation Law of Delaware prohibits indemnification of Executive (the “Preserved Claims”). Notwithstanding the preceding sentence, the parties understand and agree that: A. without limiting the generality of the foregoing release, the foregoing release does include and extend to (1) any claims against the Executive where he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best in...
View SourceView Similar (2)
Release of the Executive. In consideration for the surrender by the Executive of the options and other good and valuable consideration, receipt of which is hereby acknowledged, the Company, including its principals, directors and officers, hereby releases and discharges the Executive and his agents, attorneys, assureds, past and present, heirs, executors, administrators, successors and assigns from any and all actions, suits, debts, dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, extents, executions, claims and demands whatsoever, in law, admiralty or equity, which against the Executive, his agents, attorneys, assureds, past and present heirs, executors, administrators, successors and assigns the Company ever had, now has or hereafter can, shall or may have upon or by reason of any matter, cause or thing whatsoever from the beginning of the world to the date of this Agreement. However, nothing contained herein shall in any way affect the right of the Company to enforce its rights and remedies under this Agreement.
View Source
Release of the Executive. In consideration of the Executive's entering into this Mutual Release, the Company on its own behalf and on behalf of each of the other Company Releasees, hereby remises, releases and forever discharges the Executive and each of the other Executive Releasors from and against any and all Claims that any Company Releasee now has, may ever have had or may have hereafter upon or by reason of any matter, cause or thing occurring, done or omitted to be done prior to the date of this Mutual Release that constitutes an Employment-Related Claim; provided, however, that this release shall not apply to any Claim to the extent that such Claim (a) is based on willful misconduct or gross neglect or (b) arises under, or is preserved by, the Employment Agreement. To the extent necessary to make the preceding release fully effective, the Company, on its own behalf and on behalf of each of the other Company Releasees, expressly waives all rights afforded by any statute that expressly limits the effect of a release with respect to unknown claims. The Company understands the significance of this release of unknown claims and waiver of statutory protection against a release of unknown claims.
View Source
Release of the Executive. In consideration of the Executive’s entering into this Agreement, the Company, for itself, its officers and directors, its subsidiaries and their respective predecessors, successors and assigns, hereby releases and forever discharges the Executive and his heirs, personal representatives, successors and assigns from and against any and all claims, demands, damages, actions, causes of action, costs and expenses, of whatever kind or nature, in law, equity or otherwise, which the Company or any of said entities now has, may ever have had or may have hereafter upon or by reason of any matter, cause or thing occurring, done or omitted to be done prior to the date of this Agreement, including without limitation all rights and claims the Company or any of said entities or any third parties (including officers, directors and employees of the Company or its subsidiaries) have or might have as a result of Executive’s status as an officer, director or employee of the Company or any of said entities or the termination of that status; provided, however, that this release shall not apply to any claims the Company may have, now or hereafter, which arise out of or relate to any act by the Executive that constituted gross negligence or willful misconduct in carrying out his duties or obligations as an employee of the Company.
View Source

Related to Release of the Executive

  • By the Executive The Executive may terminate the Employment at any time with a three-month prior written notice to the Company or by payment of three months’ salary in lieu of notice. In addition, the Executive may resign prior to the expiration of the Agreement if such resignation or an alternative arrangement with respect to the Employment is approved by the Board.

  • Executive’s Release of the Company Executive understands that by agreeing to this Release, Executive is agreeing not to ▇▇▇, or otherwise file any claim against, the Company or any of its employees or other agents for any reason whatsoever based on anything that has occurred as of the date Executive signs this Release. (a) On behalf of Executive and Executive’s heirs and assigns, Executive hereby releases and forever discharges the “Releasees” hereunder, consisting of the Company, and each of its owners, affiliates, divisions, predecessors, successors, assigns, agents, directors, officers, partners, employees, and insurers, and all persons acting by, through, under or in concert with them, or any of them, of and from any and all manner of action or actions, cause or causes of action, in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, claims, demands, damages, loss, cost or expense, of any nature whatsoever, known or unknown, fixed or contingent (hereinafter called “Claims”), which Executive now has or may hereafter have against the Releasees, or any of them, by reason of any matter, cause, or thing whatsoever from the beginning of time to the date hereof, including, without limiting the generality of the foregoing, any Claims arising out of, based upon, or relating to Executive’s hire, employment, remuneration or resignation by the Releasees, or any of them, including Claims arising under federal, state, or local laws relating to employment, Claims of any kind that may be brought in any court or administrative agency, any Claims arising under the Age Discrimination in Employment Act (“ADEA”), 29 U.S.C. § 621, et seq.; Title VII of the Civil Rights Act of 1964, as amended by the Civil Rights Act of 1991, 42 U.S.C. § 2000 et seq.; the Equal Pay Act, 29 U.S.C. § 206(d); the Civil Rights Act of 1866, 42 U.S.C. § 1981; the Family and Medical Leave Act of 1993, 29 U.S.C. § 2601 et seq.; the Americans with Disabilities Act of 1990, 42 U.S.C. § 12101 et seq.; the False Claims Act , 31 U.S.C. § 3729 et seq.; the Employee Retirement Income Security Act, 29 U.S.C. § 1001 et seq.; the Worker Adjustment and Retraining Notification Act, 29 U.S.C. § 2101 et seq. the Fair Labor Standards Act, 29 U.S.C. § 215 et seq., the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002; the California Labor Code; the employment and civil rights laws of California; Claims for breach of contract; Claims arising in tort, including, without limitation, Claims of wrongful dismissal or discharge, discrimination, harassment, retaliation, fraud, misrepresentation, defamation, libel, infliction of emotional distress, violation of public policy, and/or breach of the implied covenant of good faith and fair dealing; and Claims for damages or other remedies of any sort, including, without limitation, compensatory damages, punitive damages, injunctive relief and attorney’s fees. (b) Notwithstanding the generality of the foregoing, Executive does not release the following claims: (i) Claims for unemployment compensation or any state disability insurance benefits pursuant to the terms of applicable state law; (ii) Claims for workers’ compensation insurance benefits under the terms of any worker’s compensation insurance policy or fund of the Company; (iii) Claims to continued participation in certain of the Company’s group benefit plans pursuant to the terms and conditions of COBRA; (iv) Claims to any benefit entitlements vested as the date of Executive’s employment termination, pursuant to written terms of any Company employee benefit plan; (v) Claims for indemnification under any indemnification agreement with the Company, the Company’s Bylaws, California Labor Code Section 2802 or any other applicable law; and (vi) Executive’s right to bring to the attention of the Equal Employment Opportunity Commission claims of discrimination; provided, however, that Executive does release Executive’s right to secure any damages for alleged discriminatory treatment. (c) In accordance with the Older Workers Benefit Protection Act of 1990, Executive has been advised of the following: (i) Executive has the right to consult with an attorney before signing this Release; (ii) Executive has been given at least [twenty-one (21) OR forty-five (45)] days to consider this Release; (iii) Executive has seven (7) days after signing this Release to revoke it, and Executive will not receive the severance benefits provided by that certain Employment Agreement between the Parties (the “Employment Agreement”) unless and until such seven (7) day period has expired. If Executive wishes to revoke this Release, Executive must deliver notice of Executive’s revocation in writing, no later than 5:00 p.m. on the 7th day following Executive’s execution of this Release to [_________]. (d) EXECUTIVE ACKNOWLEDGES THAT EXECUTIVE HAS BEEN ADVISED OF AND IS FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: BEING AWARE OF SAID CODE SECTION, EXECUTIVE HEREBY EXPRESSLY WAIVES ANY RIGHTS EXECUTIVE MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.

  • Death of the Executive In the event of the Executive’s death before all payments or benefits the Executive is entitled to receive under this Agreement have been provided, the unpaid amounts will be provided to the Executive’s designated beneficiary, if living, or otherwise to the Executive’s personal representative in a single lump sum as soon as possible following the Executive’s death.

  • Compensation of the Executive 3 4. Termination.........................................................................

  • Duties of the Executive (a) Subject to the ultimate control and discretion of the Boards, the Executive shall serve in the Position and perform all duties and services commensurate with the Position. Throughout the Term of this Agreement as the same may be extended from time to time, the Executive shall perform all duties reasonably assigned or delegated to the Executive under the By-laws of the Employers or from time to time by the Boards consistent with the Position. Except for travel normally incidental and reasonably necessary to the business of the Employers and the duties of the Executive under this Agreement, the duties of the Executive shall be performed from an office location not greater than 35 miles from Marietta, Pennsylvania. (b) The Executive shall devote substantially all of the Executive’s business time and attention to the performance of the Executive’s duties under this Agreement and, during the term of the Executive’s employment under this Agreement, the Executive shall not engage in any other business enterprise that requires any significant amount of the Executive’s personal time or attention, unless granted the prior permission of the respective Boards. The foregoing provision shall not prevent the Executive’s purchase, ownership or sale of any interest in, or the Executive’s engaging in, any business that does not compete with the business of the Employers or the Executive’s involvement in charitable or community activities, provided, that the time and attention that the Executive devotes to such business and charitable or community activities does not materially interfere with the performance of the Executive’s duties under this Agreement and that a material portion of the time the Executive devotes to charitable or community activities are devoted to charitable or community activities within the Employers’ market area and further provided that such conduct complies in all material respects with applicable policies of the Employers. (c) The Employers shall accrue earned but unused vacation in accordance with the Employers’ vacation policy.