Exhibit 10.26.1
SEPARATION AND RELEASE
AGREEMENT
I, Bruce Gray
(“Employee,” “me” or “I”),
understand that my position with American Technology Corporation
(the “Company”) was terminated effective September 19,
2006 (the “Separation Date”). The Company has agreed
that in exchange for my signature on this Agreement and the
promises and covenants herein, the Company will pay me severance in
the amount of $90,000 (Ninety Thousand Dollars and No Cents) minus
the standard withholdings and deductions. This payment will be made
within five (5) business days after the expiration of the
revocation period described below. I understand that I am not
entitled to this severance payment unless I sign and do not revoke
this Agreement. I understand and agree that in addition to this
severance the Company has paid me all of my accrued salary and
vacation, to which I am entitled by law.
In exchange for the consideration
provided to me by this Agreement that I am not otherwise entitled
to receive, I hereby unconditionally and completely release the
Company and its directors, officers, employees, shareholders,
partners, agents, attorneys, predecessors, successors, parent and
subsidiary entities, insurers, affiliates, and assigns from any and
all claims, liabilities and obligations, both known and unknown,
that arise out of or are in any way related to events, acts,
conduct, or omissions occurring prior to my signing this Agreement.
This general release includes, but is not limited to: (1) all
claims arising out of or in any way related to my employment with
the Company or the termination of that employment; (2) all claims
related to my compensation or benefits from the Company, including
salary, bonuses, commissions, vacation pay, expense reimbursements,
severance pay, fringe benefits, stock, stock options, or any other
ownership interests in the Company; (3) all claims for breach of
contract, wrongful termination, and breach of the implied covenant
of good faith and fair dealing; (4) all tort claims, including
claims for fraud, defamation, emotional distress, and discharge in
violation of public policy; and (5) all federal, state, and local
statutory claims, including claims for discrimination, harassment,
retaliation, attorneys’ fees, or other claims arising under
the federal Civil Rights Act of 1964 (as amended), the federal
Americans with Disabilities Act of 1990, the federal Age
Discrimination in Employment Act of 1967 (as amended)
(“ADEA”), and the California Fair Employment and
Housing Act (as amended) and other analogous state and local laws
or regulations.
In giving this release, which includes claims
which may be unknown to me at present, I hereby acknowledge that I
have read and understand Section 1542 of the Civil Code of the
State of California which reads as follows:
A general release does not extend
to claims which the creditor does not know or suspect to exist in
his or her favor at the time of executing the re
