Juno 2014 Annual Report Download - page 150

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In consideration of the Separation Benefits, I hereby agree to the following Release:
1. On behalf of myself, my heirs, executors, administrators, successors, and assigns, I hereby fully and forever release and discharge (a) United Online, Inc.
and each of its past or present parents, subsidiaries, affiliates, insurers, insurance policies and benefit plans, (b) each of the past and present shareholders,
officers, directors, agents, employees, representatives, administrators, fiduciaries and attorneys of the foregoing entities and plans, and (c) the predecessors,
successors, transferees and assigns of each of the persons and entities described in this sentence (collectively, the “Company Released Parties”) from any
and all claims, causes of action, and liabilities arising out of or relating in any way to my employment with the Company, including, but not limited to, the
offer and termination of my employment, the Employment Agreement, as well as the terms and conditions of my employment and good faith disputes
regarding my wages and hours of work.
I understand and agree that this Release is a full and complete waiver and release of all claims, including, but not limited to, claims of wrongful discharge,
breach of contract, breach of the covenant of good faith and fair dealing, wrongful termination, violation of public policy, defamation, personal injury,
emotional distress, claims under the Age Discrimination in Employment Act, Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act,
the Employee Retirement Income Security Act (except for claims for vested benefits under a pension or retirement plan), the Family and Medical Leave Act,
the California Fair Employment and Housing Act, the Equal Pay Act of 1963, the provisions of the California Labor Code, and any and all other federal,
state, or local constitutional, statutory, regulatory, or common law causes of action now or hereafter recognized, and any claims for attorneys’ fees and costs.
Nothing in this Release shall waive any of the following: (i) rights or claims that arise after the date on which I execute this Release, (ii) claims I may have for
unemployment compensation and workers’ compensation, and, subject to paragraph 6, below, to reimbursement for business expenses, (iii) claims for health
insurance benefits under the Consolidated Omnibus Budget Reconciliation Act (COBRA), (iv) claims with respect to vested benefits under a pension or
retirement plan governed by the Employee Retirement Income Security Act, (v) claims for the Separation Benefits, (vi) claims or rights to indemnification
arising under the charter or by-laws of the Company (and/or its affiliates) or any rights arising from the director and officer insurance policy or policies of the
Company and (vii) any claims that, as a matter of applicable law, are not waivable or otherwise subject to release.
2. I do not presently believe I have suffered any work-related injury or illness.
3. I understand and agree that the Company will not provide me with the Separation Benefits unless I execute and deliver this Release under the terms and
conditions set forth herein and such Release becomes enforceable and irrevocable under applicable law. I further understand that I have received or will
receive, regardless of the execution of this Release, all undisputed wages owed to me, together with any accrued but unused vacation pay, less deductions, in
my final paycheck. I acknowledge and understand that I am waiving and releasing all claims for disputed wages or other forms of compensation. I
acknowledge and understand that: (1) except for the Separation Benefits, I am waiving and releasing all claims for severance payments or benefits, including
any payment or benefit payable under the Employment Agreement and any applicable severance benefit plan (including the Company’s Severance Benefit
Plan and Summary Plan Description, amended effective May 1, 2014), and (2) all of my outstanding stock option, restricted stock unit and/or other equity
awards that are unvested as of February 16, 2015 (after giving effect to the awards regularly scheduled to vest on February 16, 2015) shall immediately be
cancelled and terminated without any further vesting or acceleration and all of my outstanding stock options that are vested shall remain exercisable for the
period of time following my Separation Date in accordance with their terms.
2