America Online 2009 Annual Report Download - page 149

extent permitted by law. This release of claims does not affect any claim for workers' compensation benefits, unemployment benefits or other non-waivable
administrative claims, your vested rights, if any, in the Company's 401(k) plan, your rights to exercise any and all Company stock options held by you that are
exercisable as of your Separation Date during the applicable period of exercise and in accordance with all other terms of those options and the stock options
plans, agreements, and notices under which such options were granted, or your right to enforce the terms of this Separation Agreement.
Notwithstanding the foregoing, in the event any of the Company's successors, subsidiaries, affiliates, related entities, predecessors, merged entities and
parent entities, or their respective officers, directors, stockholders, employees, benefit plan administrators and trustees, agents, attorneys, insurers,
representatives, affiliates, successors and assigns bring any claim against you, you shall have the right to fully defend against such claims and may bring any
counterclaims against such individuals or entities, without regard to this release.
9. In exchange for your agreement and covenants contained in this Agreement, the Company agrees to release and discharge you unconditionally, from any
and all claims, actions, causes of action, demands, obligations or damages of any kind arising out of or relating to your employment with the Company, the
separation of that employment, whether known or unknown to them, which they ever had or now have upon or by reason of any matter, cause or thing, up to
and including the day on which the Company signs this Separation Agreement. The claims they are waiving include, but are not limited to, all claims under
any principle of common law; and all claims for any type of relief from you, whether federal, state or local, whether statutory, regulatory or common law, and
whether tort, contract or otherwise, to the fullest extent permitted by law. This release of claims does not affect the Company's right to enforce the terms of
this Separation Agreement.
10. The Company will provide you, within fifteen (15) days of your signature on this Separation Agreement, a full copy of your personnel file. Within seven
(7) days of receipt of the file, you will mark any documents that you would like removed from the personnel file. Those documents marked and any copies of
those documents will be removed from the personnel file and personnel records, and shall be held under seal by outside counsel for the Company. The
documents held under seal shall not be released absent Court Order, subpoena or other compulsory process. A release signed by you shall not be sufficient to
release the documents; however, a letter requesting the release of the documents from your personal counsel shall be sufficient. Notwithstanding anything in
this paragraph, the Company shall not be limited in its right to maintain accurate information in its personnel records in order to appropriately respond to any
governmental agency or in any governmental or legal proceeding or to provide its benefit vendors with accurate information. In the event the Company
believes that any of the information that you have requested be removed and kept under seal is provided to any governmental agency or in any governmental
or legal proceeding or provided to its benefit vendors, the Company shall notify you in writing within 10 days of such event and the reasons therefore.
11. The Company will provide you, within fifteen (15) days of your signing this Separation Agreement, a letter of recommendation, in a substantially and
materially similar form as attached as Attachment 1, on AOL letterhead, signed by Timothy Armstrong, as CEO of AOL.
12. Except as set forth in Paragraph 11, the Company shall provide only a neutral reference for any inquiries from prospective employers, and shall
affirmatively state that AOL's policy is to provide only a Neutral Reference, and they will provide only the dates of employment, positions held, and salary
information, if appropriate.
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