Kraft 2014 Annual Report Download - page 163

conditioned upon Executive’ s execution of this Agreement and which is to be paid or provided during
a
designated period that begins in one taxable year and ends in a second taxable year, shall be paid or provided in
the later of the two taxable years and (B) each such payment that is payable upon the Executive’ s separation fro
m
service and would have been paid prior to the six-month anniversary of Executive’ s separation from service,
shall be delayed until the earlier to occur of (i) the six-month anniversary of the Executive’ s separation fro
m
service or (ii) the date of Executive’ s death.
11. The Executive is aware of his legal rights concerning his employment with and retirement fro
m
Kraft. The Executive represents that he has not filed any complaints of any kind whatsoever with any local, state,
federal, or governmental agency or court against Kraft based upon, or in any way related to, his employment with
or retirement from Kraft. The Executive further represents that he understands that the amounts paid under this
Agreement constitute a full and complete satisfaction of any claims, asserted or unasserted, known or unknown,
that he has or may have against Kraft or an affiliate. Accordingly, in exchange for the amounts paid under this
Agreement, the Executive individually and on behalf of his spouse, heirs, successors, legal representatives an
d
assigns hereby agrees not to sue or instigate any grievance, charge, action, or suit at law or in equity an
d
unconditionally releases, dismisses, and forever discharges Kraft, including its predecessors, successors, parents,
subsidiaries, affiliated corporations, limited liability companies and partnerships, and all of their employee
b
enefit plans, officers, directors, fiduciaries, employees, assigns, representatives, agents, and counsel
(collectively the “Released Parties”) from any and all claims, demands, liabilities, obligations, agreements,
damages, debts, and causes of action arising out of, or in any way connected with, the Executive’ s employmen
t
with or retirement from Kraft or any of the Released Parties. This waiver and release includes, but is not limite
d
to, all claims and causes of action arising under or related to Title VII of the Civil Rights Act of 1964, as
amended; the Civil Rights Act of 1991; the Civil Rights Act of 1866; the Age Discrimination in Employment Ac
t
of 1967, as amended; the Americans with Disabilities Act; the Employee Retirement Income Security Act o
f
1974, as amended; the Sarbanes-Oxley Act of 2002; the Older Workers Benefit Protection Act of 1990; the
Worker Adjustment and Retraining Notification Act; the Family and Medical Leave Act; all state and federal
statutes and regulations; any other federal, state or local law; the Letter Agreement, all oral or written contrac
t
rights, including any rights under any Kraft incentive plan, program, or labor agreement; and all claims arising
under common law including breach of contract, tort, or for personal injury of any sort, or any other legal theory,
whether legal or equitable; provided, however, nothing herein will release Kraft from any claims or damages
b
ased on (i) any right Executive may have to enforce this Agreement, (ii) any right or claim that arises after the
date of this Agreement, (iii) Executive’ s eligibility for indemnification in accordance with applicable laws or the
certificate of incorporation and by-laws of Kraft or its affiliates, or any applicable insurance policy, with respec
t
to any liability Executive incurs or incurred as an employee or officer of Kraft or its affiliates or (iv) any righ
t
Executive may have to obtain contribution as permitted by law in the event of entry of judgment agains
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Executive as a result of any act or failure to act for which Executive and Kraft are jointly liable. In consideration
for the above release, Kraft, on behalf of itself and its affiliated companies, and their officers, directors, agents
and employees, hereby waives, and generally releases Executive and his heirs and representatives from, an
d
agrees not to sue him, for any claims or causes of action existing on the date of this Agreement based on facts
known as of the date of this Agreement to any executive officer of Kraft arising out of his employmen
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relationship with Kraft or his retirement from Kraft.
12. By signing below, the Executive acknowledges that he has thoroughly read this Agreement an
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that he has full understanding and knowledge of its terms and conditions. He also acknowledges that he has been
advised to consult an attorney prior to executing this Agreement and