Severance Agreement - New Hampshire

SEVERANCE AND MUTUAL RELEASE AGREEMENT

(State of New Hampshire)

TABLE OF CONTENTS

1. Definitions
2. Severance Benefits & Consideration
3. Representations & Warranties
4. Release of Claims
5. Covenants & Restrictions
6. Default and Remedies
7. Risk Allocation
8. Dispute Resolution
9. General Provisions
10. Execution Block

1. DEFINITIONS

The following terms shall have the meanings set forth below and shall apply equally to their singular and plural forms. Capitalized terms not defined in this Section have the meanings assigned elsewhere in this Agreement.

1.1 “Agreement” means this Severance and Mutual Release Agreement, including all exhibits and schedules hereto.

1.2 “Business” means the line(s) of business conducted by the Company as of the Separation Date, including [DESCRIPTION].

1.3 “Company” means [FULL LEGAL NAME OF EMPLOYER], a [STATE] [corporation/LLC], together with its parents, subsidiaries, affiliates, predecessors, successors, assigns, and all of their respective officers, directors, managers, employees, and agents.

1.4 “Employee” means [EMPLOYEE LEGAL NAME], including the Employee’s heirs, executors, representatives, administrators, successors, and assigns.

1.5 “Separation Date” means [DATE EMPLOYMENT TERMINATES].

1.6 “Severance Amount” means the gross sum of $[AMOUNT] less applicable taxes and withholdings, as more fully described in Section 2.1.

1.7 “Claims” means any and all actions, causes of action, suits, debts, dues, sums of money, accounts, bonds, bills, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, executions, claims, and demands of every kind and nature whatsoever, in law or in equity, whether known or unknown, suspected or unsuspected, disclosed or undisclosed.

1.8 “Protected Activity” has the meaning assigned in Section 4.4(b).

1.9 “Execution Date” means the date Employee signs this Agreement.

2. SEVERANCE BENEFITS & CONSIDERATION

2.1 Severance Payment. Subject to Employee's execution, delivery, and non-revocation of this Agreement, Company shall pay the Severance Amount in [lump-sum/installments] commencing on the first regular payroll date following the Revocation Period defined in Section 8.1.

2.2 Health Insurance. ☐ Company shall subsidize the Employee's timely elected COBRA premiums for [NUMBER] months after the Separation Date, subject to continued eligibility. ☐ If RSA 415:18, XVI applies, Company shall subsidize [PERCENT OR AMOUNT] of Employee's timely elected group continuation coverage for [NUMBER] months, subject to that section's eligibility and procedures. ☐ Other coverage contribution: [DESCRIPTION].

2.3 Outplacement Assistance. Company shall provide [DESCRIPTION] outplacement services for up to [NUMBER] months.

2.4 Additional Benefits and Consideration. ☐ Equity awards: [AWARD / VESTING TREATMENT]. ☐ Earned bonus or commission: [AMOUNT / PAYMENT DATE]. ☐ Reference letter: [SIGNER / TERMS]. ☐ Other severance benefit: [DESCRIPTION]. Employee acknowledges that the severance consideration provided under this Section exceeds anything of value to which Employee is already entitled by contract, Company policy, or applicable law.

2.5 Final Compensation. If Company discharges Employee, wages are due in full within 72 hours. If Employee resigns, wages are due by the next regular payday, or within 72 hours if Employee gave at least one pay period’s notice. Layoff wages are due by the next regular payday. RSA 275:44. Vacation, severance, personal-day, holiday, sick-pay, and expense benefits that are due under employment practice or policy are wages under RSA 275:43(V). Final Compensation is due regardless of whether Employee signs this Agreement.

3. REPRESENTATIONS & WARRANTIES

3.1 Authority. Each Party represents that it has full capacity and authority to enter into and perform this Agreement.

3.2 Compensation and Benefit Disclosure. Employee has identified any known unpaid-compensation or benefit issue here: [________________________________]. This disclosure does not waive protected agency rights, workers’ compensation rights, or payment of amounts already owed.

3.3 No Reliance. Employee acknowledges not relying on any representation other than those expressly set forth in this Agreement.

3.4 Tax Advice. Employee represents that Employee has had the opportunity to consult independent tax advisors and is not relying on Company for tax advice. Nothing herein shall be construed as a guarantee of tax consequences.

3.5 Survival. The representations and warranties in this Section survive the execution and delivery of this Agreement.

4. RELEASE OF CLAIMS

4.1 Mutual Release. (a) Subject to the revocation right in Section 8.1, Employee releases Company from all Claims arising on or before the Execution Date, including but not limited to Claims under Title VII, the Age Discrimination in Employment Act (ADEA), ADA, FMLA, ERISA, the New Hampshire Law Against Discrimination (RSA 354-A), common-law tort or contract, and any other federal, state, or local statute or regulation, to the extent those Claims may lawfully be waived.
(b) Company releases Employee from any and all Claims it may have against Employee arising on or before the Execution Date, excluding Claims for fraud, embezzlement, or willful misconduct discovered after the Execution Date.

4.2 Excluded Claims. The releases in Section 4.1 do NOT apply to:
(a) the Parties’ respective obligations under this Agreement;
(b) vested benefits under qualified retirement plans;
(c) workers’ compensation or unemployment benefits;
(d) rights that cannot be waived by private agreement.

4.3 ADEA/OWBPA Compliance. Pursuant to the Age Discrimination in Employment Act and 29 U.S.C. § 626(f):
(a) Employee is given at least 21 days to consider this Agreement, or at least 45 days if the waiver is offered in connection with an exit incentive or other employment termination program offered to a group or class;
(b) Employee is advised in writing to consult an attorney before signing;
(c) Employee may revoke this Agreement within 7 days after signing;
(d) The release of ADEA claims becomes effective only after the Revocation Period expires without revocation.
(e) If the 45-day period applies, Company must provide at the beginning of that period a written disclosure identifying the class, unit, or group covered by the program, eligibility factors and time limits, job titles and individual ages of eligible or selected employees, and individual ages of employees in the same job classification or organizational unit who were not eligible or selected.
(f) Nothing requires tender back of consideration or imposes a condition precedent, penalty, or other limitation that adversely affects Employee’s right to challenge the validity of the ADEA waiver; attorneys' fees or costs specifically authorized under federal law are unaffected.

4.4 Protected Activity.
(a) Nothing in this Agreement prohibits Employee from filing a charge or complaint with, or participating in an investigation or proceeding conducted by, the EEOC, NLRB, OSHA, SEC, DOL, or comparable agency.
(b) “Protected Activity” means reporting suspected illegal conduct, cooperating with governmental inquiries, or engaging in legally protected whistleblower activity.
(c) Any effect of the release on individual monetary recovery is governed by applicable law; nothing interferes with agency enforcement authority or a lawful whistleblower award.

5. COVENANTS & RESTRICTIONS

5.1 Confidentiality. Employee shall protect legitimate trade secrets and non-public proprietary information. This Section does not restrict truthful testimony, government reports, protected communications, discussions of wages or working conditions protected by law, or other protected conduct. The Agreement itself is not designated categorically confidential.

5.2 Non-Disparagement. During [TIME PERIOD], neither Party shall knowingly make a false statement of fact intended to harm the other Party’s reputation. This Section does not restrict truthful statements, government communications, whistleblower reports, testimony, discussions of wages or working conditions protected by law, or other protected conduct.

5.3 Return of Company Property. On or before the Separation Date, Employee shall return all Company property, including keys, devices, documents, and electronically stored information.

5.4 Cooperation. Employee shall reasonably cooperate with Company in any pending or future investigation, litigation, or administrative proceeding relating to matters of which Employee has knowledge. Company will reimburse reasonable pre-approved expenses.

5.5 Post-Termination Restrictive Covenants. No noncompetition covenant is included. Any separate covenant must be reviewed under current New Hampshire law, including RSA 275:70’s disclosure rule and RSA 275:70-a’s restrictions for low-wage employees.

5.6 Trade Secret Immunity Notice. Under 18 U.S.C. § 1833(b), Employee may disclose a trade secret in confidence to a federal, state, or local government official, directly or indirectly, or to an attorney, solely to report or investigate a suspected violation of law. Employee may also disclose a trade secret in a complaint or other document filed under seal in a lawsuit or other proceeding. In a retaliation suit for reporting a suspected violation of law, Employee may disclose the trade secret to Employee's attorney and use it in the proceeding if any document containing it is filed under seal and the secret is not otherwise disclosed except by court order. Nothing in Sections 5.1–5.5 limits this immunity.

6. DEFAULT; REMEDIES; LIMITATIONS OF LIABILITY

6.1 Events of Default. A Party is in default if it materially breaches this Agreement and fails to cure such breach within ten (10) days after written notice from the non-breaching Party.

6.2 Lawful Remedies. A Party may pursue lawful contract remedies for a proven material breach. No remedy creates a release-challenge penalty, requires repayment merely for filing or participating in an agency matter, delays amounts already owed, or creates a prevailing-party fee shift.

7. RISK ALLOCATION

7.1 No Employee Risk-Shifting. This Agreement does not impose employee indemnity, a liability cap, a force-majeure excuse for payment, a severance clawback, or a penalty for a good-faith challenge to the release.

8. DISPUTE RESOLUTION

8.1 Consideration & Revocation Periods. Employee acknowledges receipt of this Agreement on [DELIVERY DATE]. If an ADEA waiver applies, select the applicable consideration period: ☐ at least 21 days for an individual waiver, ending [DATE]; ☐ at least 45 days for an exit incentive or other group or class termination program, ending [DATE], with the disclosures required by Section 4.3(e) and Schedule A. Employee may revoke this Agreement within seven (7) days after Employee actually signs it by delivering written notice to [COMPANY CONTACT AND ADDRESS] (the "Revocation Period"). The mutual releases and ADEA waiver are not effective or enforceable until the Revocation Period expires without revocation. Final compensation already due under law remains payable regardless of signature or revocation.

8.2 Governing Law. This Agreement shall be governed by the laws of the State of New Hampshire and applicable federal law, without regard to conflict-of-laws rules.

8.3 Forum. An action concerning this Agreement may be filed in a New Hampshire state or federal court with subject-matter and personal jurisdiction and proper venue.

8.4 Arbitration. No arbitration clause is included. If selected, use a separately reviewed addendum addressing formation, costs, discovery, remedies, and governing law.

8.5 Jury Trial. No predispute jury waiver is included in this template.

9. GENERAL PROVISIONS

9.1 Amendment & Waiver. No amendment or waiver is effective unless in writing and signed by both Parties.

9.2 Assignment. Employee may not assign this Agreement. Company may assign to a successor in interest.

9.3 Severability; Reformation. If a provision is found unenforceable, a court may reform it to the extent permitted by law; the remainder of the Agreement remains in effect to the extent permitted by law.

9.4 Integration. This Agreement constitutes the entire understanding and supersedes all prior agreements concerning the subject matter.

9.5 Counterparts; Electronic Signatures. This Agreement may be executed in counterparts, each of which is deemed an original. Subject to applicable law, electronic signatures and signatures delivered by facsimile bind the parties. RSA 294-E:7.

9.6 Successors & Assigns. This Agreement binds and benefits the Parties and their respective successors and permitted assigns.

10. EXECUTION BLOCK

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates set forth below.

[Notary acknowledgment if required under Company policy or if additional enforceability is desired.]

Schedule A. Group or Class Exit Program Disclosure (if applicable)

Company provides this written disclosure at the start of the 45-day consideration period if the ADEA waiver is requested in connection with an exit incentive or other employment termination program offered to a group or class. Attach additional rows as needed.

Class, unit, or group covered: [________________________________]

Eligibility factors: [________________________________]

Applicable time limits: [________________________________]

Individuals eligible or selected for the program (list each job title and individual age):

Individuals in the same job classification or organizational unit who are not eligible or selected (list each individual age):

Sources and References

• 29 U.S.C. § 626(f)
• 29 C.F.R. § 1625.22
• 29 C.F.R. § 1625.23
• 29 U.S.C. § 157
• 29 U.S.C. § 1053
• 29 U.S.C. § 1161
• 29 U.S.C. § 2615
• 42 U.S.C. § 2000e-2
• 42 U.S.C. § 12112
• RSA 275:43
• RSA 275:44
• RSA 275:70
• RSA 354-A:7