CONFIDENTIAL SEVERANCE AGREEMENT AND GENERAL RELEASE
Commerce Energy Group, Inc. (“Company”) and Rubin N. Cioll (“Employee”) hereby agree to end their employment relationship on the following basis:
1. Employee will be laid off from the Company on April 25, 2008 (“Release Date”). On the Release Date, Employee will be paid his/her regular base salary through that date, and for any earned but unused vacation days. Employee will cooperate fully with an amicable and professional transition of accounts and/or responsibilities. In addition, Employee represents that he/she has returned to the Company all files, records, credit cards, keys, equipment, and any other Company property or documents maintained by him/her for the Company’s use or benefit.
2. Employee represents that he/she is signing this Agreement voluntarily and with a full understanding of and agreement with its terms, for the purpose of receiving severance pay from the Company that is not required by Company policy.
3. In reliance on Employee’s promises and releases in this Agreement, the Company will make a severance payment to Employee in the sum of $57,500.00, less deductions required by law (“Severance Pay”). The Severance Pay will be mailed to Employee on the Company’s first regular pay day that is more than seven calendar days after the Effective Date (defined below) of this Agreement.
Employee agrees that he/she is not entitled to receive, and will not claim, any right, benefit, or compensation other than what is expressly set forth in this Agreement, and hereby expressly waives any claim to any compensation, benefit, or payment which is not expressly referenced in this Agreement.
4. In exchange for the Severance Pay provided in Paragraph 3, Employee promises
a. to keep this Agreement and its contents in complete confidence and not to disclose the fact or terms of this Agreement or the fact or amount of the special payment(s) to any person, including any past, present, or prospective employee of the Company.
b. not to disparage the Company or its products, services, or management.
c. not to use or disclose any confidential information, trade secrets, or financial, personnel, or client information which he/she learned while employed by the Company.
d. for a period of twelve (12) months after this Agreement is signed, not to solicit or participate in or assist in any way in the solicitation of any Company employee to begin an employment or consulting relationship with any other employer.
e. for a period of twelve (12) months after this Agreement is signed, not to solicit or participate in or assist in any way in the solicitation of the customers of the Company to cease or decrease doing business with the Company or for the customers to begin doing business with any competitor of the Company. This promise does not prevent Employee from going to work for a competitor of the Company as long as he/she does not violate any of his/her promises with respect to Company information, property and/or trade secrets.
5. Employee does hereby, for himself/herself and his/her heirs, successors and assigns, release, acquit and forever discharge the Company, and its officers, directors, managers, employees, representatives, relate