SEPARATION AGREEMENT AND GENERAL RELEASE

(State-specific base: MA)

[// 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 (MA-specific - STRICTEST IN US):
• If terminated/discharged: SAME DAY - all wages including PTO must be paid on day of termination
• If resigned: Next regular payday
• TREBLE DAMAGES: Even ONE day late = mandatory 3x unpaid wages + attorney's fees (MGL c.149 § 150; Reuter v. City of Methuen 2022)
• "Wages" include: Regular pay, earned commissions, bonuses, ALL accrued/unused PTO and vacation (earned wage under MA law)

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: include state-specific waiver language if required or enforceable in MA (for example, California Civil Code section 1542).

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 any state analog.

7. Restrictive Covenants and No-Rehire (Optional)

• Non-compete agreements (MA Reform Law - MGL c.149 § 24L, effective Oct 1, 2018):
• 10-day advance notice required if presented at hire (or with formal offer)
• Written, signed, express right to consult attorney
• Max 12 months duration (24 months if breach of fiduciary duty/misconduct)
• Garden leave OR other consideration required: 50% of highest annualized base salary (last 2 years) paid during restriction period, OR other mutually-agreed consideration
• Geographic/activity scope: Limited to employee's last 2 years of work areas/activities
• NOT enforceable against: Non-exempt employees, students/interns, employees terminated without cause, employees age 18 or under
• Venue: Employee's county of residence or Suffolk County only
• Choice of law: MA law applies if employee worked/resided in MA 30+ days before termination
• Confirm continuing obligations under existing NDAs and invention assignment agreements (permissible).
• No-rehire clause optional; include only if lawful in MA 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.

9. Dispute Resolution

• Governing law: MA.
• 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 MA law.

10. State-Specific Overlay Checklist (MA)

• ☑ CRITICAL: Same-day pay if terminated (day of discharge); next payday if resigned
• ☑ PTO payout MANDATORY: ALL accrued/unused PTO = earned wages under MA Wage Act
• ☑ TREBLE DAMAGES: Even 1 day late = 3x unpaid amount + attorney's fees (Reuter 2022)
• ☑ Strict liability: No excuses for late payment accepted by MA courts
• ☑ Non-compete requirements (MGL c.149 § 24L):
• 10-day advance notice + written + right to consult attorney
• Max 12 months (24 if misconduct)
• Garden leave (50% salary) OR other mutually-agreed consideration
• Limited geographic/activity scope (last 2 years)
• NOT enforceable: non-exempt, interns, terminated without cause, age ≤18
• Venue: employee's county or Suffolk only
• ☐ Non-solicit/NDA: Review separate enforceability
• ☐ Translation requirements: If applicable to employee population

11. Signatures

Employer: ___________________________ Date: __________
Name/Title: __________________________

Employee: ___________________________ Date: __________

[Optional exhibits: OWBPA group disclosure; payment schedule; reference letter; restrictive covenant summary; 1542 or other unknown-claims waiver text.]