Severance Agreement and General Release

In consideration for the promises the Employee makes in this Agreement, including the release in clause 4, the Company shall pay the Employee , less applicable tax withholdings, by .

The Employee acknowledges that this payment is greater than, and separate from, anything the Employee is already owed by the Company regardless of this Agreement, and that the Company would not pay it if the Employee did not sign this Agreement.

The Company shall also provide the following, on the terms stated: .

Except as stated in this clause, all other benefits, perquisites and equity vesting end on the Separation Date in accordance with the terms of the applicable plan documents, which govern if they conflict with this Agreement.

Regardless of whether the Employee signs this Agreement, the Company shall pay the Employee all earned and unpaid wages through the Separation Date, together with , and shall reimburse any outstanding business expenses submitted within of the Separation Date, in accordance with the Company's standard payroll and expense practices. These amounts are not consideration for the release in clause 4.

In exchange for the severance pay and benefits in clauses 1 and 2, the Employee, on behalf of the Employee and the Employee's heirs, executors and assigns, releases and forever discharges the Company and its parents, subsidiaries and affiliates, and each of their officers, directors, employees and agents (together, the "Released Parties"), from any and all claims, demands, causes of action and liabilities of any kind, known or unknown, arising at any time up to and including the date the Employee signs this Agreement, whether or not the Employee is presently aware of them.

Without limiting the foregoing, this release covers claims arising under , and any claim for wrongful termination, discrimination, harassment, retaliation, defamation, breach of contract, or unpaid wages, commissions or benefits, whether based on statute, contract, tort or common law, and whether arising out of the Employee's employment or the ending of it.

This release does not cover:

1. a claim that cannot lawfully be released, including a claim for unemployment insurance or workers' compensation benefits, or a claim based on an act occurring after the date the Employee signs this Agreement;

2. a vested retirement, pension or equity benefit under a separate plan document, to the extent the terms of that plan give the Employee a vested right;

3. the Employee's right to file a charge with, or participate in an investigation by, a government agency such as a labor, employment or human-rights regulator — although the Employee waives the right to recover money arising from any such charge or investigation, except a whistleblower award that cannot lawfully be waived; and

4. either Party's right to enforce this Agreement itself.

The Company advises the Employee, in writing by this clause, to consult an attorney before signing this Agreement. The Employee has from the date the Employee receives this Agreement to consider it before signing. The Employee may sign before that period ends, but is not required to, and doing so is the Employee's knowing and voluntary choice.

After signing this Agreement, the Employee may revoke it within (the "Revocation Period") by delivering written notice of revocation, before the Revocation Period ends, to .

This Agreement does not become effective or enforceable until the Revocation Period has expired without the Employee revoking it. The Company has no obligation to pay any amount under clause 1 or provide any benefit under clause 2 unless and until that happens. The first day after the Revocation Period expires, with no revocation delivered, is the effective date of this Agreement (the "Effective Date").

The Employee shall keep the existence and terms of this Agreement confidential, and shall not disclose them to anyone other than the Employee's spouse or domestic partner, attorney, or tax or financial advisor — each of whom the Employee shall first inform of this confidentiality obligation — or as required by law, a court order, or a valid request from a government agency.

Neither Party shall make, or encourage anyone else to make, any statement — written, oral, or online — that disparages the other Party, or, in the Company's case, its products, services, officers or directors. This clause does not restrict either Party from giving truthful testimony in response to legal process, from making a truthful statement to a government agency, or from making a truthful statement in a legal proceeding between the Parties.

By , the Employee shall return to the Company all Company property in the Employee's possession or control, including , and shall permanently delete any remaining Company data from the Employee's personal devices and accounts.

For after the Separation Date, the Employee shall, on reasonable notice and at the Company's expense for any related travel or documented costs, reasonably cooperate with the Company in transitioning the Employee's former duties and in connection with any claim, investigation or proceeding relating to a matter the Employee was involved in during employment. This clause does not require the Employee to provide anything other than truthful information and reasonable availability.

This Agreement is not, and shall not be construed as, an admission by either Party of any wrongdoing, liability, or violation of any law, policy or agreement. Both Parties enter into it to end their relationship on agreed terms and to avoid the expense and uncertainty of a dispute.

This Agreement is the entire agreement between the Parties about the Employee's separation from employment and the matters it releases, and replaces any earlier understanding on those subjects — except that any confidentiality, invention-assignment, or restrictive-covenant agreement the Employee separately signed with the Company continues in effect according to its own terms. This Agreement may only be amended in writing signed by both Parties. If any provision is held unenforceable, the rest continues in force, and a failure to enforce any provision is not a waiver of it.

This Agreement and any dispute arising out of it are governed by the laws of , without regard to its conflict-of-laws rules, and to the extent a federal statute released in clause 4 supplies its own procedural requirements, this Agreement is intended to satisfy them. The Parties submit to the exclusive jurisdiction of the courts of .

This Agreement may be signed in counterparts and by electronic signature, each of which is an original and all of which together form one agreement.