Separation Agreement Template

!DOCTYPE html

Northwind Traders

Separation Agreement

Separation April 30, 2025

Separation Agreement and General Release

EmployeeRiley Chen

Separation DateApril 30, 2025

Severance$25,000.00 over 8 weeks

Consider ByMay 21, 2025

Revocation Period7 days

Governing LawTexas

This Separation Agreement and General Release ("Agreement") is entered into between Northwind Traders (the "Company") and Riley Chen (the "Employee") and is intended to fully and finally resolve all matters arising out of Employee's employment with the Company.

1. Separation Date

Employee's last day of employment with the Company shall be April 30, 2025 (the "Separation Date").

2. Final Pay and Benefits

Whether or not Employee signs this Agreement, the Company will pay Employee all wages earned through the Separation Date, and any accrued, unused paid time off that is payable under Company policy or applicable law, within the time required by law. Employee's group health coverage ends on the date set by the plan, and Employee may be eligible to elect continuation coverage under COBRA or applicable state law.

3. Severance

If Employee signs this Agreement within the Consideration Period, does not revoke it, and complies with it, the Company will pay Employee severance totaling $25,000.00 (the "Severance"), less applicable tax withholdings and authorized deductions, in substantially equal installments on the Company's regular payroll dates over 8 weeks, beginning on the first regular payroll date after the Effective Date. If the Consideration Period and Revocation Period together span two calendar years, payments will begin in the second calendar year. Employee acknowledges that the Severance is in addition to an

4. Release of Claims

In exchange for the Severance, Employee, on behalf of Employee and Employee's heirs, executors, and assigns, releases the Company, its affiliates, and their respective officers, directors, employees, and agents (the "Released Parties") from all claims, known or unknown, that Employee has or may have against any of them up to the date Employee signs this Agreement, including claims arising out of Employee's employment or its termination. This includes claims under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act of 1967 (ADEA), the Older Workers Benefit Protec

This release does not waive: (a) rights or claims that arise after the date Employee signs this Agreement; (b) rights to the Severance or to enforce this Agreement; (c) claims for unemployment insurance or workers' compensation benefits; (d) vested benefits under any employee benefit plan; (e) any right to indemnification or insurance coverage Employee has as a current or former employee, officer, or director; (f) claims that cannot be waived by private agreement under applicable law, including claims under the Fair Labor Standards Act; or (g) the right to file a charge with, or participate in

To the extent applicable, Employee waives the benefit of California Civil Code Section 1542 and any similar law of any other jurisdiction. Section 1542 provides: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."

5. Consideration Period

Employee received this Agreement on April 30, 2025 and has 21 days to consider it, through May 21, 2025 (the "Consideration Period"), which is at least 21 days, or at least 45 days where this Agreement is offered to a group or class of employees. Employee may sign sooner, but not before the Separation Date, and any decision to sign sooner is Employee's own voluntary choice. Changes to this Agreement, whether material or immaterial, do not restart the Consideration Period.

6. Revocation Period

Employee may revoke this Agreement for 7 days after signing it, which is at least seven (7) days, or any longer period required by applicable law (the "Revocation Period"), by delivering written notice of revocation to Morgan Yu, Head of People at people+northwind@propper.ai, so that it is received before the Revocation Period ends. This Agreement becomes effective on the day after the Revocation Period ends without revocation (the "Effective Date"). If Employee revokes, Employee will not receive the Severance.

7. Confidentiality

This Agreement does not restrict Employee from disclosing its terms.

8. Protected Rights

Nothing in this Agreement (including Sections 4 and 7) prohibits Employee from (a) filing a charge or complaint with, communicating with, or providing information to the Equal Employment Opportunity Commission, the National Labor Relations Board, the Securities and Exchange Commission, the Occupational Safety and Health Administration, or any other government agency, or receiving an award for information provided to a government agency; (b) discussing or disclosing wages, hours, or other terms and conditions of employment; or (c) exercising rights under Section 7 of the National Labor Relation

9. Continuing Obligations and Company Property

Subject to Section 8, Employee will continue to comply with any confidentiality, invention assignment, or similar agreement with the Company. Employee confirms that Employee has returned all Company property and confidential materials.

An individual shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (a) is made in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law, or (b) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose

10. No Admission

This Agreement is not an admission of wrongdoing or liability by any party.

11. Medicare and Taxes

Employee represents that Employee is not a Medicare beneficiary and that Medicare has made no conditional payments for any condition related to a released claim. The Company makes no representation about the tax treatment of the Severance, and Employee is responsible for any taxes owed on it other than amounts the Company withholds.

12. Acknowledgments

The Company advises Employee in writing, by this Agreement, to consult an attorney of Employee's choice before signing it. Employee acknowledges that Employee has read and understands this Agreement, was given at least 21 days to consider it (and, if Employee signed sooner, chose to do so voluntarily), is receiving consideration Employee would not otherwise receive, and is signing it knowingly and voluntarily, including to release claims under the ADEA.

13. General

This Agreement is governed by the laws of the State of Texas, where Employee primarily works. This Agreement is the entire agreement between the parties about its subject matter and supersedes all prior understandings. It may be amended only in a writing signed by both parties. If any provision is held unenforceable, the rest remains in effect. Employee may not assign this Agreement, and the Company may assign it to a successor to its business. Notices must be in writing and delivered to the addresses the parties have on file or by email to an address each party designates. Sections 4, 8, 9, 1

EMPLOYEE HAS READ THIS AGREEMENT, UNDERSTANDS IT, AND IS VOLUNTARILY SIGNING IT TO RELEASE THE CLAIMS DESCRIBED IN SECTION 4, INCLUDING CLAIMS UNDER THE AGE DISCRIMINATION IN EMPLOYMENT ACT.

Employee

Riley Chen

Company

Morgan Yu

Head of People, Northwind Traders