Release Agreement PDF
Release Agreement PDF
Release of Claims
I, Donald Biermann Jr. (I688949), sign this Release Agreement ("Release") in exchange for the severance
pay, severance-related benefits and career services described in the Notice Letter to me dated 9/25/2020
(the "Notice Letter"). The Notice Letter is incorporated into this Release by reference.
I understand that this Release will be binding on me, my heirs, assigns, representatives and estate. I
hereby release JPMorgan Chase & Co. (and any predecessor or successor entities thereof), its affiliates,
subsidiaries, employees, directors, officers, representatives, administrators, agents, assigns, trustees, and
any fiduciaries of any employee benefit plan (collectively, the "Company") from all liability for any claims or
potential claims relating to my employment with the Company and/or the termination of my employment,
subject to the exceptions listed below. I understand that "claims" includes claims I know about and claims I
do not know about, as well as the continuing effects of anything that happened before I sign below.
The claims covered by this Release include but are not limited to the following, to the extent such claims
may be waived or released under applicable law:
● any claims under any federal, state or local law, including, but not limited to, the Americans with
Disabilities Act, the National Labor Relations Act, the Employee Retirement Income Security Act of
1974 ("ERISA") including, but not limited to, breach of fiduciary duty and equitable claims arising
under 1132(a)(3) of ERISA, Title VII of the Civil Rights Act of 1964, the Vocational Rehabilitation
Act of 1973, the Age Discrimination in Employment Act of 1967 ("ADEA"), as amended by the
Older Workers Benefit Protection Act of 1990, the Civil Rights Acts of 1866, 1871 and 1991,
including Section 1981 of the Civil Rights Act, the Family and Medical Leave Act, the Worker
Adjustment and Retraining Notification Act (all as amended), the Fair Credit Reporting Act or other
federal, state or local laws relating to background checks, the Sarbanes-Oxley Act, the Dodd-Frank
Wall Street and Consumer Protection Act, the New Jersey Conscientious Employee Protection Act,
any other federal, state or local statute or regulation related to whistleblowers and retaliation, state
or local wage and hour laws, including but not limited to claims for overtime, minimum wages,
premium wages, penalties, liquidated damages or interest under the California Labor Code and the
Industrial Welfare Commission Wage Orders, or state or local laws against discrimination,
including but not limited to the California Fair Employment and Housing Act; and
● any claims under any policy, procedure, practice, contract (whether express, oral, written or
implied from any source) , tort (including but not limited to claims of defamation, intentional or
negligent infliction of emotional distress, tortious interference, wrongful or abusive discharge,
conversion, fraud, negligence, loss of consortium) , common law or public policy; and
● any claims of retaliation under all federal, state, local or common or other law; and
● any claims related to employment and/or benefits subject to or covered by any arbitration
agreements or provisions.
● any legal obligations of the Company to indemnify me under applicable by-laws consistent with
applicable law; however, I acknowledge that I have reported in writing to the Company any
business expenses I have incurred;
● any other claim that cannot be released by private agreement under applicable law;
● any legal obligations of the Company under the terms of any award of restricted stock/units or
stock options/stock appreciation rights outstanding as of the date my employment terminates; or
● any rights or claims (i) that may arise after I sign below, (ii) under the terms of the Notice Letter, (iii)
under the terms of any pension plan or deferred compensation plan for payment of any vested
benefits, or (iv) for benefits under any employee welfare plan in which I participate, all as in effect
from time to time, including but not limited to, health insurance benefits under the Consolidated
Omnibus Budget Reconciliation Act.
I understand that this Release does not prevent me from filing a lawsuit to pursue any claims that by law I
cannot waive.
I agree that if a class, collective or representative action is or has been brought against the Company and I
could be a participant in such action because of my employment with the Company, I will not act as a class,
collective or representative action representative, will not be a named plaintiff and will opt out of the class,
collective or representative action, or refrain from opting in, and I will not accept any monetary relief from
the action. However, this Agreement does not prevent me from being a witness in any such action.
As of the date I sign this Agreement, I represent that I have no physical or mental disability or injuries
resulting from my employment with the Company that would form the basis for a Workers' Compensation
claim against the Company.
If requested, I will assist the Company with investigations, litigation, and the protection of intellectual
property relating to my employment. Additionally, I have advised the Company, through the reporting
channels set forth in the Company's Code of Conduct, of all facts of which I am aware that I believe may
constitute a violation of the Company's Code of Conduct and/or the Company's legal obligations.
I understand that if I am subject to any agreement to arbitrate disputes with the Company that arbitration
agreement is not superseded by this Agreement and remains in full force and effect.
I understand that the Company views its relationships with its employees and customers as important and
valuable assets. I acknowledge that information about the Company's customers including their identities,
preferences and transactions with the Company, as well as information concerning the identity of
employees of the Company, constitutes proprietary and confidential information belonging to the Company
which was assembled and developed over time through the expenditure of significant resources and
substantial effort. Accordingly, during the remainder of my employment and for a period of one year after
the date my employment terminates (or any longer period specified in any equity award or other
agreements applicable to me), I will not, on my own behalf or on behalf of any other party, without the prior
written consent of the Director of Human Resources of the Company or his or her delegate:
1. solicit, induce, or encourage any of the Company's then current employees to leave the Company or
to apply for employment elsewhere;
2. hire any employee or former employee who was employed by the Company on the date my
employment terminates, unless the individual's employment with the Company terminated because
his or her job was eliminated, or the individual's employment with the Company has been terminated
for more than six months; or
3. solicit, induce, or encourage to leave the Company, or divert or attempt to divert from doing business
with the Company, any then current customers, suppliers, or other persons or entities that were
serviced by me or whose names became known to me by virtue of my employment with the
Company, or otherwise interfere with the relationship between the Company and such customers,
suppliers, and other persons or entities. This does not apply to publicly known institutional customers
that I service after my employment with the Company terminates without the use of the Company's
confidential or proprietary information.
If I am bound by additional post-employment obligations to the Company set forth in other agreements I
have with the Company or in policies applicable to me, including (but not limited to) incentive plans, equity
awards, line of business policies, sales agreements or other compensation/employment agreements, those
restrictions and obligations remain in full force and effect, to the extent allowed by applicable law.
The terms of such equity awards (incorporated into this Release by reference) may include recapture and
recovery provisions as well as non-solicitation of employees and customers and similar covenants.
I agree that I will not disparage or encourage or induce others to disparage the Company and/or its
employees, directors or shareholders as a group, in any way, including but not limited to making any
derogatory statements in verbal, written, electronic or any other form about the Company or its employees,
directors or shareholders as a group. The foregoing includes, but is not limited to, any derogatory statement
made in, or in connection with, any article or book, on a website, in a chat room or via the Internet.
Notwithstanding the foregoing, I understand that this Release does not prohibit or restrict me from reporting
to the Company's management or directors regarding conduct I believe to be in violation of the law or
prohibit or restrict me from providing information to or cooperating with any Government Agencies or any
SROs.
I agree on behalf of myself and my agents not to communicate with the press or other media about matters
related to the Company, its customers or employees or my or other's employment or activities with the
Company without prior written consent of the Company's HR Director. I further agree to cooperate as
directed by the Company with any investigation, inquiry, examination or litigation related to the Company's
business and to provide full and accurate information to the Company and its counsel with respect to any
matter (including any audit, tax, tax proceeding, litigation, investigation or governmental proceeding) that
relates to matters over which I may have knowledge or information, subject to reimbursement for
appropriate and reasonable costs and expenses. Notwithstanding the foregoing, this Release does not limit
my ability to communicate with any Government Agencies or SROs or otherwise participate in any
investigation or proceeding that may be conducted by any Government Agency or SRO, including providing
documents or other information, without notice to the Firm. This Release also does not limit my right to
receive an award for information provided to any Government Agencies other than for charges filed with the
EEOC or corresponding state or local agency as set forth above.
I understand that the Company reserves the right, to the maximum extent permitted by law, to reduce
payments due to me (including amounts under the Notice Letter) by any amounts that I owe to the
Company, and I authorize those reductions.
I agree that in the event I am contacted by any person or entity, including the media, seeking information or
testimony from me in connection with my or others' employment, duties or activities at the Company
(including knowledge I came into possession of in connection with my employment at the Company), I
shall, prior to providing that information or testimony, to the extent lawfully permitted, advise the Company
in writing sent to the Legal Department, Litigation Group at [email protected], that such
information or testimony is sought, and cooperate with the Company and its counsel in connection with the
request for such information. Should such request be in the form of a subpoena or other legal process, I
shall, in advance of providing any response and within 4 days of receipt of such process, provide written
notice to the Legal Department, Litigation Group at [email protected] so that the
Company may seek to assert its or their rights and interests in connection with such process.
Notwithstanding the foregoing, this Release does not limit my ability to communicate with any Government
Agencies or SROs or otherwise participate in any investigation or proceeding that may be conducted by
any Government Agency or SRO, including providing documents or other information, without notice to the
Firm. This Release also does not limit my right to receive an award for information provided to any
Government Agencies other than for charges filed with the EEOC or corresponding state or local agency as
set forth above. Subject to the confidentiality obligations discussed herein, nothing in this Release shall
prohibit me from discussing my employment, duties or activities at the Company with friends, family
members or prospective employers.
The Company prohibits retaliation against any individual because he/she reported a concern to a
Government Agency or SRO or otherwise participated in any investigation or proceeding that may be
conducted by any Government Agency or SRO.
Enforcement of Release
I agree that violating my continuing obligations outlined in this Release will be considered a material breach
of this Release and that in such a case it will be appropriate for the Company to take legal action to ask for
money and an injunction. I agree that any injunction the Company obtains will be in addition to any money
damages. I further understand that if I violate the terms of this Release, any of the severance pay and
benefits I received because of this Release or the Notice Letter will stop and/or be due and owing to the
Company.
I agree that, to the extent not preempted by federal law, this Release and the Notice Letter will be governed
by the laws of the State of New York.
I also agree that if any of the provisions contained in this Release or the Notice Letter are found to be
unenforceable by a court or other forum of competent jurisdiction, the court shall change those provisions
to the extent necessary to make them enforceable or delete them, but all of the remaining provisions of this
Release and the Notice Letter will remain valid and binding upon both parties.
By signing below, I confirm that I have read this Release, understand it, agree to it and sign it knowingly
and voluntarily. I agree that I am signing this Release in exchange for benefits to which I would not
otherwise be entitled. I am hereby advised to discuss this Release with an attorney of my choosing (at my
own expense) prior to the execution of this Release. I agree that I have been given a reasonable period of
time (at least forty-five (45) calendar days) to review, consider and sign this Release. I agree that any
modification, material or otherwise, made to this Release does not restart or affect in any manner the
original (forty-five (45) calendar days) consideration period. I understand that I may change my mind and
revoke this Release within seven (7) days of signing it by executing my revocation within that seven day
period.
Entire Agreement
I understand that this Release and the Notice Letter set forth the entire agreement and fully supersede any
and all prior agreements or understandings between the Company and me regarding the subject matter
thereof. I further understand and agree that this Release and the Notice Letter may not be altered,
amended, modified, superseded, canceled or terminated except by an express written agreement signed
by both the Company and me that specifically references this Release and the Notice Letter.
Intending to be legally bound, I,_____________________ , hereby sign the foregoing Release this day of ,
20 .
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Donald Biermann Jr.