SEPARATION AGREEMENT AND GENERAL RELEASE

(State-specific base: CO)

[// GUIDANCE: Use employer letterhead if desired. Confirm compliance with state wage payment, PTO payout, and any required language before issuing.]

1. Parties and Key Dates

• Employer: [Company legal name and entity type]; address: [address].
• Employee: [Employee legal name]; address: [address].
• Separation date: [date].
• Final pay timing (Colorado Wage Act): if terminated/discharged, pay all earned wages immediately—no later than the start of the next regular workday if the offsite accounting exception applies; if Employee resigns/quits, pay no later than the next regular payday. Do not condition statutory wages on signing this Agreement.
• Vacation/PTO: pay all earned and determinable vacation/PTO as wages at separation; forfeiture of earned vacation is void. Define what is “earned” under the Employer policy (caps/accrual rules) and attach or cite the policy.

2. Consideration and Benefits

• Severance: [amount] payable [lump sum/installments] less required withholdings; conditioned on timely execution and non-revocation.
• COBRA/benefits: [duration and amount of employer contribution]; subject to plan terms.
• Outplacement or transition support: [if any].

3. Equity, Bonus, and Other Compensation

• Equity awards: state treatment of vested/unvested equity, exercise deadlines, and post-termination service rules.
• Bonus/commissions: specify earned/unearned status, proration, and payment timing.
• Expense reimbursement: confirm all business expenses have been submitted; commit to pay in compliance with state law.

4. Release of Claims and Carve-Outs

• Employee releases Company and affiliates from all claims through the signing date arising from employment or separation.
• Carve-outs: enforcement of this Agreement; vested benefits; claims arising after signing; unemployment or workers compensation benefits; indemnification rights; rights that cannot be waived by law; right to file or cooperate with agencies (EEOC, NLRB, DOL, SEC, OSHA, state equivalents); whistleblower and protected disclosures; NLRA Section 7 rights for non-supervisory employees; Speak Out Act and any state Silenced No More style protections.
• Unknown claims: release covers known and unknown claims to the fullest extent permitted under Colorado law.

5. ADEA/OWBPA (if 40 or older)

• Consideration period: [21 or 45] days; revocation period: 7 days after signing.
• Written advice to consult independent counsel; employee acknowledges opportunity to do so.
• If part of group exit, attach required decisional-unit disclosures where applicable.

6. Confidentiality, Non-Disparagement, and Protected Disclosures

• Confidentiality limited to Agreement terms and underlying negotiations, subject to legal requirements and protected disclosures.
• Non-disparagement: mutual, time-limited, excludes truthful testimony, agency filings, and protected concerted activity.
• Protected disclosures: nothing restricts reporting suspected illegality, harassment, discrimination, retaliation, wages, or safety issues to government agencies or making disclosures protected by the Speak Out Act or Colorado law; preserves rights under the POWR Act (SB23-172) to discuss alleged discriminatory/unfair employment practices. Ensure any nondisclosure/non-disparagement terms meet POWR Act conditions and required statements.

7. Restrictive Covenants and No-Rehire (Optional)

• Confirm continuing obligations under existing NDAs, invention assignment, and any enforceable non-solicit/non-compete. Colorado noncompetes are generally void unless they meet C.R.S. § 8-2-113 (e.g., trade secret protection, current annualized pay above the statutory threshold, required advance written notice in the language used at work, reasonable scope/duration). Consider removing noncompete language unless tailored and notice requirements are met.
• No-rehire clause optional; include only if lawful in CO and consistent with public policy.

8. Return of Property and Information Security

• Employee confirms return of all devices, files, credentials, and confidential information; no copies retained; accounts access terminated except as required by law.
• No deductions/offsets from final wages except as allowed by Colorado law and consistent with FLSA minimum wage/overtime rules.

9. Dispute Resolution

• Governing law: CO.
• Forum: [court location]; arbitration optional. If arbitration is selected, exclude claims that cannot be compelled to arbitration (for example, claims covered by the Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act) and allow small-claims court access.
• Jury waiver only if enforceable under CO law.

10. State-Specific Overlay Checklist (CO)

• ☑ Final pay timing: If terminated: immediate (or next workday if offsite accounting); If resigned: next regular payday
• ☑ PTO payout MANDATORY: ALL earned/determinable vacation = wages; forfeiture VOID (Nieto v. Clark's Market 2021)
• ☑ No use-it-or-lose-it: Accrual caps permitted; forfeiture of earned vacation prohibited
• ☑ Wages not conditioned on release: Final wages cannot be withheld for signing agreement
• ☑ POWR Act (SB23-172): Preserve rights to discuss discriminatory/unfair employment practices; required carve-out statements
• ☑ Non-compete requirements (C.R.S. § 8-2-113): Trade secret protection, compensation thresholds, advance written notice in language used at work, reasonable scope/duration
• ☐ Unlimited PTO: Not payable unless actually limited/determinable
• Deductions only as allowed by CO law and consistent with FLSA; confirm any required authorizations.
• Translation/readability or notary/witness needs (if any) for CO use.

11. Signatures

Employer: ___________________________ Date: __________
Name/Title: __________________________

Employee: ___________________________ Date: __________

[Optional exhibits: OWBPA group disclosure; payment schedule; reference letter; restrictive covenant summary; any state-permitted unknown-claims waiver text.]