Exhibit 10.1
SEVERANCE AGREEMENT AND RELEASE
The parties to this Severance Agreement and Release ("Agreement") are Yellow Corporation (hereinafter referred to as the "Company") and James Faught (hereinafter referred to as "Employee").
The Company is undergoing a reduction in force (the "RIF"). In conjunction with the RIF, Employee's employment will be terminated effective December 8, 2022 (the "Separation Date").
In consideration of the mutual promises set forth herein, which constitute good and valuable consideration, Employee and the Company agree as follows:
In the event that a court finds this Agreement, or any of its restrictions, to be ambiguous, unenforceable, or invalid, Employee and the Company agree that this Agreement will be automatically modified to provide the Company with the maximum protection of its business interests allowed by law and Employee agrees to be bound by this Agreement as modified.
The parties have not shifted responsibility for medical treatment to Medicare in contravention of 42 U.S.C. § 1395y(b). The parties made every effort to adequately protect Medicare's interest and incorporate such into the severance terms, and to comply with both federal and state law. The parties acknowledge and understand that any present or future action or decision by the Centers for Medicare & Medicaid Services or Medicare on this Agreement, or Employee's eligibility or entitlement to Medicare or Medicare payments, will not render this Agreement void or ineffective, or in any way affect the finality of this Agreement. Employee represents and agrees that he/she will indemnify, defend and hold the Company harmless from any and all claims, liens, Medicare conditional payments and rights to payment, known or unknown, arising from any and all charges for medical treatment Employee has received or will receive in the future. If any governmental entity, or anyone acting on behalf of any governmental entity, seeks reimbursement or damages (including multiple damages) from the Company relating to Employee's alleged past or future medical expenses, injuries, or claims, Employee will defend and indemnify the Company, and hold the Company harmless from any and all such damages (including multiple damages), claims, liens, Medicare conditional payments and rights to payment, including any attorney's fees and costs sought by such entities. Employee agrees to waive any and all private causes of action for damages pursuant to 42 U.S.C. § 1395y(b)(3)(A), et seq.
a. Employee understands and agrees that Employee has been offered this Agreement in connection with a group termination program (the "Separation Program"). Concurrently with Employee's receipt of this Agreement, Employee was provided with a separate document (Exhibit A, attached hereto) that identifies the class, unit or group of individuals covered by the Separation Program, eligibility factors for the Separation Program, time limits applicable to the Separation Program, the job titles and ages of all individuals eligible for the Separation Program, and the ages of all individuals in the same job classification or organizational unit who are not eligible for the Separation Program.
YRC Enterprise Services, Inc.
/s/ James Faught
Employee's Signature
James Faught
Employee's Printed Name
Dated: 1/16/2023
Employee's Phone Number
Employee's Home Address
Email Address
By: /s/ Sean Saunders
Company Representative's Signature
Sean Saunders
Company Representative's Printed Name
Senior Vice President of Human Resources
Company Representative's Title
Dated: 1/17/2023