AGREEMENT AND GENERAL
RELEASE
THE
PRINCETON REVIEW, INC., a Delaware corporation (“TPR”),
and Young Shin, an individual residing at 63 Parnassus Ave, San
Francisco, CA 94117, and his heirs, executors, administrators,
successors, and assigns (collectively referred to throughout this
Agreement as “Employee”), agree as of April 27,
2007 (the “Effective Date”) that:
1.
Last Day of Employment . Employee’s last day of
employment with TPR was April 16, 2007.
2.
Consideration . In consideration for signing this
Agreement and General Release and compliance with the promises made
herein, TPR agrees as follows:
(a) TPR
shall pay Employee (i) his earned and accrued bonus for the
year ended December 31, 2006 in the amount equal to $114,736
in accordance with the terms and conditions of TPR’s bonus
plan, and (ii) an amount equal to $4,090.79 for
Employee’s accrued paid time off;
(b) Notwithstanding
the termination of Employee’s employment with TPR, subject to
approval of TPR’s Compensation Committee of its Board of
Directors, the post-termination exercise period of each of
Employee’s grants of options to purchase shares of
TPR’s common stock shall be extended until December 31,
2007 for each such agreement (collectively, the “Option
Agreements”);
(c) TPR
hereby transfers to Employee a Dell laptop computer, Serial No.
JP0M0270-48634-4AE-0619.
(e) TPR
shall take reasonable actions as soon as practicable after the date
hereof to ensure that Employee (or any entity controlled by
Employee) has access to, and control of, the domain name
“higheredge.com”. In its reasonable discretion, TPR may
effect the above through a license or a complete assignment of such
domain name, in either case, at no additional cost to
Employee.
3.
No Consideration Absent Execution of this Agreement .
Employee understands and agrees that he would not receive the
monies and/or benefits specified in paragraph “2”
above, except for his execution of this Agreement and General
Release and the fulfillment of the promises contained
herein.
4.
General Release of Claims . Employee knowingly and
voluntarily releases and forever discharges, to the full extent
permitted by law, TPR, its parent corporation, affiliates,
subsidiaries, divisions, predecessors, successors and assigns and
the current and former employees, officers, directors and agents
thereof individually and in their corporate capacities, and
TPR’s employee benefit plans and programs and their
administrators and fiduciaries (collectively referred to throughout
the remainder of this Agreement as “Releasees”), of and
from any and all claims, known and unknown, asserted and
unasserted, Employee has or may
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have against
Releasees as of the date of execution of this Agreement and General
Release, including, but not limited to, any alleged violation
of:
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Title VII of the Civil Rights Act of
1964, as amended;
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The
Civil Rights Act of 1991;
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Sections 1981 through 1988 of
Title 42 of the United States Code, as amended;
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The
Age Discrimination in Employment Act of 1967, as
amended;
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The
Employee Retirement Income Security Act of 1974, as
amended;
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The
Immigration Reform and Control Act, as amended;
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The
Americans with Disabilities Act of 1990, as amended;
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The
Workers Adjustment and Retraining Notification Act, as
amended;
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The
Occupational Safety and Health Act, as amended;
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The
Sarbanes-Oxley Act of 2002;
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The
New York State Civil Rights Act, as amended;
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The
New York State Human Rights Law, as amended;
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The
New York Equal Pay Act, as amended;
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The
New York State Labor Law, as amended;
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The
New York State Workers’ Compensation Law’s Retaliation
provisions, as amended;
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The
New York State Disability Benefits law’s Retaliation
provisions, as amended;
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The
New York City Administrative Code and Charter, as
amended;
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The
New York City Human Rights Law, as amended;
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Any
other federal, state or local civil or human rights law or any
other local, state or federal law, regulation or
ordinance;
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Any
public policy, contract, tort, or common law; or
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Any
claim for costs, fees, or other expenses including attorneys’
fees incurred in these matters;
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California Family Rights Act —
Cal. Govt. Code § 12945.2 et seq.
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California Fair Employment and
Housing Act — Cal. Gov’t Code § 12900 et
seq.
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Statutory Provision Regarding
Retaliation/Discrimination for Filing a Workers Compensation Claim
— Cal. Lab. Code §132a (1) to (4)
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California Unruh Civil Rights Act
— Civ. Code § 51 et seq.
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California Sexual Orientation Bias
Law — Cal. Lab. Code §1101 et seq.
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California AIDS Testing and
Confidentiality Law — Cal. Health & Safety Code
§199.20 et seq.
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California Confidentiality of
Medical Information — Cal. Civ. Code §56 et
seq.
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California Smokers’ Rights Law
— Cal. Lab. Code §96
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California Parental Leave Law
— Cal. Lab. Code §230.7 et seq.
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California Apprenticeship Program
Bias Law — Cal. Lab. Code §3070 et seq.
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California Wage Payment Act, as
amended;
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California Equal Pay Law —
Cal. Lab. Code §1197.5 et seq.
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California Whistleblower Protection
Law — Cal. Lab. Code § 1102-5(a) to (c)
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California Military Personnel Bias
Law — Cal. Mil. & Vet. Code §394 et seq.
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California Family and Medical Leave
— Cal. Lab. Code §233
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California Parental Leave for School
Visits Law — Cal. Lab. Code §230.7 et seq.
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California Electronic Monitoring of
Employees — Cal. Lab. Code §435 et seq
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Cal/OSHA law, as amended;
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California Consumer Reports:
Discrimination Law — Cal. Civ. Code §1786.10 et
seq.
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California Political Activities of
Employees Act — Cal. Lab. Code §1101 et seq.
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California Domestic Violence Victim
Employment Leave Act — Cal. Lab. Code §230.1
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California Voting Leave Law —
Cal. Elec. Code §14350 et seq.
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California Court Leave Law —
Cal. Lab. Code §230
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N.B., if applicable, San Francisco
AIDS-Based Discrimination Ordinance, §3801 et seq.
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5.
Covenant not to Sue; No Claims Filed or Assigned .
The Employee agrees not to participate (except pursuant to subpoena
or court order and after notice), commence, maintain or prosecute
any action or proceeding of any kind against any of the Releasees
arising out of any act
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