Executive acknowledges and agrees that the consideration referenced in this Section 2 represents the
entirety of the amounts Executive is eligible to receive as severance pay and benefits from the Company or any other Company Party pursuant to the Severance Agreement and otherwise.
3. |
Release of Liability for Claims. |
(a) For good and valuable consideration set forth in this Agreement, including the consideration set forth in
Section 2, Executive knowingly and voluntarily (for Executive, Executives family, and Executives heirs, executors, administrators and assigns) hereby releases and forever discharges the Company and its
affiliates, predecessors, successors, subsidiaries and benefit plans, and the foregoing entities respective equity-holders, officers, directors, managers, members, partners, employees, agents, representatives, and other affiliated persons, and
the Companys and its affiliates benefit plans (and the fiduciaries and trustees of such plans) (collectively, the Company Parties), from liability for, and Executive hereby waives, any and all claims, damages, or
causes of action of any kind related to Executives ownership of any interest in any Company Party, Executives employment with any Company Party, the termination of such employment, and any other acts or omissions related to any matter
occurring on or prior to the date that Executive executes this Agreement, including (i) any alleged violation through such time of: (A) any federal, state or local anti-discrimination or anti-retaliation law, regulation or ordinance,
including the Age Discrimination in Employment Act of 1967 (including as amended by the Older Workers Benefit Protection Act), Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, Sections 1981 through 1988 of Title 42 of the
United States Code and the Americans with Disabilities Act of 1990; (B) the Employee Retirement Income Security Act of 1974 (ERISA); (C) the Immigration Reform Control Act; (D) the National Labor Relations Act; (E) the
Occupational Safety and Health Act; (F) the Family and Medical Leave Act of 1993; (G) the Texas Labor Code (specifically including the Texas Payday Law, the Texas Anti-Retaliation Act, Chapter 21 of the Texas Labor Code, and the Texas
Whistleblower Act); (H) any federal, state or local wage and hour law; (I) any other local, state or federal law, regulation or ordinance; or (J) any public policy, contract, tort, or common law claim; (ii) any allegation for costs,
fees, or other expenses including attorneys fees incurred in or with respect to a Released Claim; (iii) any and all rights, benefits or claims Executive may have under any employment contract, incentive compensation plan or equity-based
plan with any Company Party or to any ownership interest in any Company Party (other than any rights under the Award Agreements), including any claims relating to an alleged change in control or potential change in control occurring prior to the
Separation Date ; and (iv) any claim for compensation or benefits of any kind not expressly set forth in this Agreement (collectively, the Released Claims). This Agreement is not intended to indicate that any such claims
exist or that, if they do exist, they are meritorious. Rather, Executive is simply agreeing that, in exchange for any consideration received by Executive pursuant to Section 2, any and all potential claims of this nature
that Executive may have against any of the Company Parties, regardless of whether they actually exist, are expressly settled, compromised and waived. THIS RELEASE INCLUDES MATTERS ATTRIBUTABLE TO THE SOLE OR PARTIAL NEGLIGENCE (WHETHER GROSS OR
SIMPLE) OR OTHER FAULT, INCLUDING STRICT LIABILITY, OF ANY OF THE COMPANY PARTIES.
(b) In no event shall the Released Claims
include (i) any claim that arises after the date that Executive signs this Agreement; (ii) any claim to vested benefits under an employee benefit plan that is subject to ERISA, unemployment benefits, or workers compensation; and
(iii) any
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