Personnel Release Agreement

PERSONNEL RELEASE AGREEMENT

This Personnel Release Agreement (the "Agreement") is made effective as of , by and between Employer Name: with principal place of business at ("Employer"), and Employee Name: of ("Employee").

RECITALS

WHEREAS, Employee was employed by Employer and Employee's last date of active employment was , .

WHEREAS, the parties wish to settle fully and finally any and all claims, demands, causes of action and liabilities arising out of Employee's employment, termination of employment, or other personnel matters through the Effective Date, subject to the terms and conditions set forth in this Agreement.

WHEREAS, Employer is willing to provide the consideration set forth below in exchange for Employee's full release and other promises contained in this Agreement.

NOW, THEREFORE

In consideration of the mutual covenants and promises contained herein, and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties agree as follows:

1. DEFINITIONS

For purposes of this Agreement, "Released Claims" means any and all claims, actions, causes of action, demands, liabilities, obligations, losses, and expenses (including attorneys' fees) of every kind and nature, whether known or unknown, suspected or unsuspected, arising out of or relating to Employee's employment with Employer or the termination thereof through the Effective Date.

2. RELEASE AND WAIVER

Employee, on behalf of Employee and Employee's heirs, executors, administrators, successors and assigns, hereby fully and forever releases and discharges Employer and its past and present parent companies, subsidiaries, affiliates, divisions, predecessors, successors, officers, directors, shareholders, employees, agents and representatives (collectively, the "Releasees") from any and all Released Claims. This release includes, but is not limited to, claims for wages, bonuses, benefits, tort, contract, statutory violations, discrimination, retaliation, and any other claims under any federal, state or local law, regulation, or ordinance, to the maximum extent permitted by law.

3. CONSIDERATION

In exchange for the promises and releases in this Agreement, Employer will provide the following consideration to Employee, payable in accordance with the terms below. Employee acknowledges that the consideration is in addition to any compensation or benefits to which Employee is otherwise entitled.

4. CONFIDENTIALITY

Employee agrees that Employee will keep the terms and amount of this Agreement confidential and will not disclose such information to any third party except Employee's spouse, legal or financial advisors, or as required by law or court order. Any disclosure to advisors shall be limited to what is necessary for advice and shall be made subject to a confidentiality obligation.

5. NON-DISPARAGEMENT

Employee agrees not to make any false, disparaging or derogatory statements, whether written or oral, concerning Employer or any Releasee, including their business practices, officers, directors or employees. Employer agrees that it will direct its officers and senior management not to make disparaging statements about Employee.

6. RETURN OF PROPERTY AND COOPERATION

Employee represents that all Employer property in Employee's possession has been returned or will be returned prior to the Effective Date. Employee agrees to cooperate reasonably with Employer regarding any matters arising from Employee's prior duties, including providing factual information and testimony when requested, subject to reimbursement of reasonable expenses.

7. TAXES AND BENEFITS

Employee acknowledges that Employee is responsible for any taxes due on monetary consideration received under this Agreement and that Employer may withhold taxes as required by law. Any continuation, conversion, or termination of benefit plans will be governed by plan documents.

8. NO ADMISSION OF LIABILITY

The parties agree that this Agreement is a compromise of disputed claims and that neither the execution nor performance of this Agreement shall be construed as an admission of liability or wrongdoing by any party.

9. REPRESENTATIONS AND WARRANTIES

Each party represents and warrants that it has full authority to enter into this Agreement, that it has read and understands the terms, and that the person signing on its behalf is authorized to do so. Employee further represents that Employee has not filed any lawsuit against Employer with respect to matters released herein (except as disclosed in writing below).

10. INDEMNITY

Employee agrees to indemnify and hold harmless Employer from any claims, demands or causes of action asserted by third parties to the extent arising from Employee's intentional misconduct, fraud or unauthorized acts occurring prior to the Effective Date.

11. NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered personally, by certified mail (return receipt requested), or overnight courier to the addresses set forth below or to such other address as a party may designate by written notice to the other.

12. AMENDMENT; WAIVER

This Agreement may only be amended, modified or supplemented by an agreement in writing signed by both parties. No failure or delay by either party in exercising any right shall operate as a waiver of that right.

13. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the state identified below without regard to its conflict of laws principles.

14. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written.

15. SEVERABILITY

If any provision of this Agreement is held to be invalid, illegal or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect to the fullest extent permitted by law.

16. COUNTERPARTS; ELECTRONIC SIGNATURE

This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures transmitted by electronic means shall be deemed original signatures.

Sign Now