Common use of Mutual General Releases Clause in Contracts

Mutual General Releases. Effective as of the completion of the Conversion (the “Effective Date”), each of the Trust and the Trustees, on the one hand, and each of the members of the Investor Group, on the other hand, on behalf of each of themselves and for all of their past and present affiliated, associated, related, parent and subsidiary entities, joint ventures and partnerships, successors, assigns, and the respective owners, trust beneficiaries, officers, directors, partners, members, managers, principals, parents, subsidiaries, predecessor entities, agents, representatives, employees, holders of certificates or sub-share certificates, shareholders, other security holders, advisors, consultants, attorneys, heirs, executors, administrators, successors and assigns of any said person or entity, and any other person claiming (now or in the future) through or on behalf of any of said persons or entities (collectively “Released Persons”), irrevocably and unconditionally generally release, remit, settle, acquit and forever discharge the other and all of their Released Persons, from any and all causes of action, claims, counter-claims, cross-claims, actions, rights, judgments, obligations, damages, amounts, demands, losses, controversies, contentions, complaints, promises, accountings, bonds, bills, debts, dues, sums of money, expenses, specialties and fees and costs (whether direct, indirect or consequential, incidental or otherwise including, without limitation, attorney’s fees or court costs, of whatever nature) incurred in connection therewith of any kind whatsoever, whether known or unknown, suspected or unsuspected, in their own right, representatively, derivatively or in any other capacity, in law or in equity or liabilities of whatever kind or character, arising under federal, state, foreign, or common law or the laws of any other relevant jurisdiction, which have arisen, could have arisen, arise now, or hereafter may arise out of or relate in any manner to the allegations, facts, events, transactions, occurrences, statements, representations, misrepresentations, omissions, or any other matter, thing, or cause whatsoever (or any series thereof, embraced, involved, arising out of, set forth in, or otherwise related) prior to the Effective Date, including, without limitation, claims that were or could have been asserted in the Litigation (collectively, the “Released Claims”); provided, however, that nothing in this Release shall (i) release (A) any rights or duties of any Released Persons under this Release or the Settlement Agreement, (B) any claims or causes of action that any Released Persons may have for the breach or enforcement of any provision of this Release or the Settlement Agreement, (C) any statutory, corporate, or contractual rights to indemnification, expense reimbursement, or expense advancement of any Released Person; (ii) limit in any way the defense of any Released Person (including any potential counterclaim, cross-claim or other similar claim of any Released Person) with respect to any Released Claim; or (iii) limit in any way any Released Person’s rights to indemnification, expense reimbursement, or expense advancement in connection with any Released Claim.

Mutual General Releases. Effective as of the completion of the Conversion (the “Effective Date”), each of the Trust and the Trustees, on the one hand, and each of the members of the Investor Group, on the other hand, on behalf of each of themselves and for all of their past and present affiliated, associated, related, parent and subsidiary entities, joint ventures and partnerships, successors, assigns, and the respective owners, trust beneficiaries, officers, directors, partners, members, managers, principals, parents, subsidiaries, predecessor entities, agents, representatives, employees, holders of certificates or sub-share certificates, shareholders, other security holders, advisors, consultants, attorneys, heirs, executors, administrators, successors and assigns of any said person or entity, and any other person claiming (now or in the future) through or on behalf of any of said persons or entities (collectively “Released Persons”), irrevocably and unconditionally generally release, remit, settle, acquit and forever discharge the other and all of their Released Persons, from any and all causes of action, claims, counter-claims, cross-claims, actions, rights, judgments, obligations, damages, amounts, demands, losses, controversies, contentions, complaints, promises, accountings, bonds, bills, debts, dues, sums of money, expenses, specialties and fees and costs (whether direct, indirect or consequential, incidental or otherwise including, without limitation, attorney’s fees or court costs, of whatever nature) incurred in connection therewith of any kind whatsoever, whether known or unknown, suspected or unsuspected, in their own right, representatively, derivatively or in any other capacity, in law or in equity or liabilities of whatever kind or character, arising under federal, state, foreign, or common law or the laws of any other relevant jurisdiction, which have arisen, could have arisen, arise now, or hereafter may arise out of or relate in any manner to the allegations, facts, events, transactions, occurrences, statements, representations, misrepresentations, omissions, or any other matter, thing, or cause whatsoever (or any series thereof, embraced, involved, arising out of, set forth in, or otherwise related) prior to the Effective Date, including, without limitation, claims that were or could have been asserted in the Litigation (collectively, the “Released Claims”); provided, however, that nothing in this Release shall (i) release (A) any rights or duties of any Released Persons under this Release or the Settlement Agreement, (B) any claims or causes of action that any Released Persons may have for the breach or enforcement of any provision of this Release or the Settlement Agreement, (C) any statutory, corporate, or contractual rights to indemnification, expense reimbursement, or expense advancement of any Released Person; (ii) limit in any way the defense of any Released Person (including any potential counterclaim, cross-claim or other similar claim of any Released Person) with respect to any Released Claim; or (iii) limit in any way any Released Person’s rights to indemnification, expense reimbursement, or expense advancement in connection with any Released Claim.,

Mutual General Releases. Effective as of the completion of the Conversion (the “Effective Date”), each of the Trust and the Trustees, on the one handdate hereof, and each except for obligations arising out of the members of the Investor Groupthis Agreement, on the other handMacy Gray Touring, on behalf of each of themselves Inc., f/s/o Macy Gray, for itself, and for all of their past and present affiliated, associated, related, parent and subsidiary entities, joint ventures and partnerships, successors, assigns, and the respective owners, trust beneficiaries, its re▇▇▇▇▇▇▇▇ officers, directors, partnersp▇▇▇▇▇▇▇, members, managers, principals, parentsshareholders, subsidiaries, predecessor entities, agents, representatives, employees, holders servants, attorneys, successors in interest, personal representatives, heirs, legatees, devisees, assigns, and each of certificates or sub-share certificatesthem ("Macy Gray Releasors"), hereby absolutely, fully and forever waive, r▇▇▇▇▇▇ ▇▇d discharge NuTech Digital, Inc., and its respective officers, directors, partners, shareholders, other security holderssubsidiaries, advisorsagents, consultantsrepresentatives, employees, servants, attorneys, successors in interest, personal representatives, heirs, executorslegatees, administratorsdevisees, successors and assigns of any said person or entityassigns, and any other person claiming each of them, whether past, present or future (now or in the future) through or on behalf of any of said persons or entities (collectively “Released Persons”"NuTech Releasees"), irrevocably of and unconditionally generally release, remit, settle, acquit and forever discharge the other and all of their Released Persons, from any and all actions, causes of action, suits, claims, counter-claimsdemands, cross-claims, actions, rights, judgmentsliabilities, obligations, damages, amounts, demands, losses, controversies, contentions, complaints, promises, accountings, bonds, bills, debts, dues, sums of moneycosts, expenses, specialties and fees and costs (whether directattorneys' fees, indirect damages, or consequentialjudgments of every kind, incidental nature, character or otherwise including, without limitation, attorney’s fees or court costs, of whatever nature) incurred in connection therewith of any kind description whatsoever, whether in law or in equity, and whether known or unknown, suspected or unsuspected, which the Macy Gray Releasors may now have, or at any time may have had, or wh▇▇▇ ▇▇ ▇▇y time hereafter may have or claim to have against the NuTech Releasees, prior to the date hereof arising out of or relating to NuTech's production and exploitation of the CD. Effective as of the date hereof, and except for obligations arising out of this Agreement, NuTech Digital, Inc., for itself, and for its respective officers, directors, partners, shareholders, subsidiaries, agents, representatives, employees, servants, attorneys, successors in their own rightinterest, representativelypersonal representatives, derivatively heirs, legatees, devisees, assigns, and each of them ("NuTech Releasors"), hereby absolutely, fully and forever waive, release and discharge Macy Gray Touring, Inc., f/s/o Macy Gray, and its respective officer▇, ▇▇▇▇▇▇ors, partners, shareho▇▇▇▇▇, ▇▇bsidiaries, agents, representatives, employees, servants, attorneys, successors in interest, personal representatives, heirs, legatees, devisees, assigns, and each of them, whether past, present or in future ("Macy Gray Releasees"), of and from any other capacityand all actions, causes of ac▇▇▇▇, ▇▇▇ts, claims, demands, liabilities, obligations, losses, controversies, costs, expenses, attorneys' fees, damages, or judgments of every kind, nature, character or description whatsoever, whether in law or in equity equity, and whether known or liabilities of whatever kind unknown, suspected or characterunsuspected, arising under federal, state, foreignwhich the NuTech Releasors may now have, or common law or the laws of at any other relevant jurisdiction, which time may have arisen, could have arisen, arise nowhad, or which at any time hereafter may arise have or claim to have against the Macy Gray Releasees, prior to the date hereof arising out of or relate in any manner to rela▇▇▇▇ ▇▇ ▇uTech's production and exploitation of the allegations, facts, events, transactions, occurrences, statements, representations, misrepresentations, omissions, or any other matter, thing, or cause whatsoever (or any series thereof, embraced, involved, arising out of, set forth in, or otherwise related) prior to the Effective Date, including, without limitation, claims that were or could have been asserted in the Litigation (collectively, the “Released Claims”); provided, however, that nothing in this Release shall (i) release (A) any rights or duties of any Released Persons under this Release or the Settlement Agreement, (B) any claims or causes of action that any Released Persons may have for the breach or enforcement of any provision of this Release or the Settlement Agreement, (C) any statutory, corporate, or contractual rights to indemnification, expense reimbursement, or expense advancement of any Released Person; (ii) limit in any way the defense of any Released Person (including any potential counterclaim, cross-claim or other similar claim of any Released Person) with respect to any Released Claim; or (iii) limit in any way any Released Person’s rights to indemnification, expense reimbursement, or expense advancement in connection with any Released ClaimCD.

Mutual General Releases. Effective as of 6.1 Except for the completion of rights and obligations created by this Agreement, the Conversion (the “Effective Date”), each of the Trust and the Trustees, on the one hand, and each of the members of the Investor Group, on the other handAssociation, on behalf of each of themselves itself and for all of their past and present affiliated, associated, related, parent and subsidiary entities, joint ventures and partnerships, successors, assigns, and the respective owners, trust beneficiaries, officers, directors, partners, members, managers, principals, parents, subsidiaries, predecessor entities, agents, representatives, employees, holders of certificates or sub-share certificates, shareholders, other security holders, advisors, consultants, attorneys, heirs, executors, administrators, successors and assigns of any said person or entity, and any other person claiming (now or in the future) through or on behalf of any of said persons other person or entities (collectively “Released Persons”)entity claiming by, through or under it, does hereby unconditionally and irrevocably and unconditionally generally release, remitwaive, settle, acquit and forever discharge Plaintiff and ▇▇▇▇, and their respective trustees, personal representatives, agents, estates, spouses, attorneys, insurers, heirs, and successor and assigns (collectively, the other “▇▇▇▇ Released Parties”) from and all of their Released Persons, from against any and all claims, causes of action, liabilities, actions, suits, actions, penalties, allegations, indemnities, liens, assessments, demands and damages, charges, disputes, judgments, interest, costs and expenses, including attorneys’ fees, court costs, and expert witness fees, whether known or unknown, foreseen or unforeseen, disclosed or undisclosed, presently asserted or otherwise, or which have or could have arisen to date, which arise out of or are related to the occurrences and damages alleged in the Lawsuit, including, but not limited to: (a) the Leak; (b) the Notice of Violation, Decision and findings and determinations set forth therein, the Assessment, and/or Assessment Lien; and/or (c) the ▇▇▇ ▇▇▇▇▇-Complaint and the causes of action, claims, counter-facts, circumstances, assessments, violations, damages, and other relief alleged, asserted, and/or prayed for therein (collectively, the “▇▇▇▇ Released Claims”). 6.2 Except for the rights and obligations created by this Agreement, Plaintiff and ▇▇▇▇, on behalf of Plaintiff and ▇▇▇▇ and on behalf of any other person or entity claiming by, through or under Plaintiff, do hereby unconditionally and irrevocably release, waive, and forever discharge the Association and its directors, officers, employees, agents, attorneys, insurers, and successors and assigns (collectively, the “HOA Released Parties”) from and against any and all claims, cross-claimscauses of action, liabilities, actions, rightssuits, actions, penalties, allegations, indemnities, liens, assessments, demands and damages, charges, disputes, judgments, obligationsinterest, damages, amounts, demands, losses, controversies, contentions, complaints, promises, accountings, bonds, bills, debts, dues, sums of money, costs and expenses, specialties and fees and costs (whether directincluding attorneys’ fees, indirect or consequential, incidental or otherwise including, without limitation, attorney’s fees or court costs, of whatever nature) incurred in connection therewith of any kind whatsoeverand expert witness fees, whether known or unknown, suspected foreseen or unsuspectedunforeseen, in their own rightdisclosed or undisclosed, representatively, derivatively presently asserted or in any other capacity, in law or in equity or liabilities of whatever kind or character, arising under federal, state, foreignotherwise, or common law which have or the laws of any other relevant jurisdictioncould have arisen to date, which have arisen, could have arisen, arise now, or hereafter may arise out of or relate in any manner are related to the allegations, facts, events, transactions, occurrences, statements, representations, misrepresentations, omissions, or any other matter, thing, or cause whatsoever (or any series thereof, embraced, involved, arising out of, set forth in, or otherwise related) prior to occurrences and damages alleged in the Effective DateLawsuit, including, without limitationbut not limited to: (a) the Leak; (b) the Notice of Violation, claims that were or could have been asserted in the Litigation (collectivelyDecision and findings and determinations set forth therein, the “Released Claims”)Assessment, and/or Assessment Lien; provided, however, that nothing in this Release shall (i) release (A) any rights or duties of any Released Persons under this Release or the Settlement Agreement, (B) any claims or causes of action that any Released Persons may have for the breach or enforcement of any provision of this Release or the Settlement Agreement, (C) any statutory, corporate, or contractual rights to indemnification, expense reimbursement, or expense advancement of any Released Person; (ii) limit in any way the defense of any Released Person (including any potential counterclaim, cross-claim or other similar claim of any Released Person) with respect to any Released Claim; or (iii) limit in any way any Released Person’s rights to indemnification, expense reimbursement, or expense advancement in connection with any Released Claim.and/or

Mutual General Releases. Effective as Except for a claim based upon an alleged breach of this Agreement or an alleged breach of the completion provisions of the Conversion (Employment Agreement that are expressly continued pursuant to this Agreement, Kilcollin, for himself and for his estate, heirs, personal representatives, executors, administrators and assigns, hereby releases and forever discharges the “Effective Date”)CME, each of the Trust any parent, subsidiaries and the Trustees, on the one handrelated and affiliated entities, and each of the members of the Investor Group, on the other hand, on behalf of each of themselves its and for all of their past and present affiliated, associated, related, parent and subsidiary entities, joint ventures and partnerships, successors, assigns, and the respective owners, trust beneficiaries, officers, directors, partners, members, managers, principals, parents, subsidiaries, predecessor entitiesrepresentatives, agents, representatives, employees, holders related and participating members, insurers, as well as each of certificates or sub-share certificates, shareholders, other security holders, advisors, consultants, attorneysits and their respective estates, heirs, personal representatives, executors, administrators, successors and assigns of any said person or entity(hereinafter collectively and individually the "CME Releasees"), and any other person claiming (now or in the future) through or on behalf of any of said persons or entities (collectively “Released Persons”), irrevocably and unconditionally generally release, remit, settle, acquit CME Releasees hereby release and forever discharge the other Kilcollin, his estate, heirs, personal representatives, executors, administrators and all of their Released Personsassigns, from any and all causes of actionrights, claims, counter-claims, cross-claims, actions, rights, judgments, obligations, damages, amounts, demands, losses, controversies, contentions, complaints, promises, accountings, bonds, bills, debts, dues, sums of money, expensesaccounts, specialties attorneys' fees, complaints, judgments, executions, actions and fees and costs (whether direct, indirect or consequential, incidental or otherwise including, without limitation, attorney’s fees or court costs, causes of whatever nature) incurred in connection therewith action of any kind nature whatsoever, whether known or unknown, suspected or unsuspected, in their own right, representatively, derivatively or in any other capacity, in cognizable at law or in equity equity, past, present or liabilities of whatever kind future, which either party now has or character, arising under federal, state, foreignclaims, or common law might hereafter have or claim, against the laws other party, based upon or arising out of any other relevant jurisdiction, which have arisen, could have arisen, arise now, matter or hereafter may arise out thing whatsoever from the date of or relate in any manner to Kilcollin's initial employment with the allegations, facts, events, transactions, occurrences, statements, representations, misrepresentations, omissions, or any other matter, thing, or cause whatsoever (or any series thereof, embraced, involved, arising out of, set forth in, or otherwise related) prior to CME through the Effective Datedate of this release, including, without limitation, claims that were any claim, action or could have been asserted in cause of action which was or is related to or arises out to Kilcollin's employment or directorship with the Litigation (collectivelyCME, or his separation and/or resignation therefrom, or which is based upon or arises under the Employment Agreement, or any local, state, or federal law dealing with employment discrimination, including without limitation Title VII of the Civil Rights Act of 1964, the “Released Claims”); provided, however, that nothing Americans with Disabilities Act and the Age Discrimination in Employment Act. The following provisions are applicable to and made a part of this Release shall Agreement and the foregoing general release and waiver: (i) Kilcollin does not release (A) and waive any rights right or duties of any Released Persons under this Release or the Settlement Agreement, (B) any claims or causes of action that any Released Persons claim which he may have for under the breach or enforcement Age Discrimination in Employment Act which arises after the date of any provision execution of this Release or the Settlement Agreement, (C) any statutory, corporate, or contractual rights to indemnification, expense reimbursement, or expense advancement of any Released Person; . (ii) limit in any way In exchange for this general release and waiver, Kilcollin hereby acknowledges that he has received separate consideration beyond that which he is otherwise entitled to under the defense of any Released Person (including any potential counterclaimCME policy, cross-claim the Employment Agreement, or other similar claim of any Released Person) with respect to any Released Claim; or applicable law. (iii) limit CME hereby expressly advises Kilcollin to consult with an attorney of his choosing prior to executing this Agreement which contains a general release and waiver. (iv) Kilcollin has twenty-one (21) days from the date of presentment to consider whether or not to execute this Agreement. In the event of such execution, Kilcollin's has a further period of seven (7) days from such date in any way any Released Person’s rights which to indemnificationrevoke said execution, expense reimbursement, or expense advancement in connection with any Released Claimnotice of which must be received by the CME within such seven (7) day period.

Mutual General Releases. Effective The Parties hereby exchange the following general releases, which they intend to be construed as broadly and inclusively as legally permissible: a. Tekmira’s Release of Alnylam: Tekmira, including both TPC and Protiva, for good and valuable consideration, the completion receipt and sufficiency of the Conversion (the “Effective Date”)which is hereby acknowledged, both together and individually, release and forever discharge Alnylam and each of the Trust its past and present parents, subsidiaries, departments and divisions, and the Trustees, on the one handpredecessors and successors in interest, and each of the members of the Investor Group, on the other hand, on behalf of each of themselves current and for all of their past and present affiliated, associated, related, parent and subsidiary entities, joint ventures and partnerships, successors, assigns, and the respective owners, trust beneficiariesformer employees, officers, directors, partners, members, managers, principals, parents, subsidiaries, predecessor entities, agents, representatives, employees, holders of certificates or sub-share certificates, shareholders, other security holders, advisors, consultants, attorneys, heirs, executors, administrators, successors and assigns of any said person insurers or entity, and any other person claiming (now or in the future) through or on behalf of any of said persons or entities the foregoing (collectively collectively, the “Alnylam Released PersonsParties”), irrevocably and unconditionally generally releaseeach of them, remit, settle, acquit jointly and forever discharge the other and all of their Released Personsseverally, from any and all claims or counterclaims, causes, causes of action, claimscounts, counter-claimsremedies, cross-claimspromises, damages, liabilities, obligations, judgments, suits, demands, actions, rightscosts, judgmentsexpenses, obligationsfees, damages, amounts, demands, lossescovenants, controversies, contentions, complaints, promises, accountings, bonds, bills, debts, dues, sums of money, expenses, specialties and fees and costs (whether direct, indirect or consequential, incidental or otherwise including, without limitation, attorney’s fees or court costsagreements, of whatever kind or nature) incurred , anywhere in connection therewith of any kind whatsoeverthe world, whether at law, equity, statutory, administrative, arbitration or otherwise, whether known or unknown, foreseen or unforeseen, accrued or unaccrued, suspected or unsuspected, in their own rightwhich Tekmira, representativelyTPC and/or Protiva, derivatively may now have, have ever had, or in the future may have against any other capacityand each of the Alnylam Released Parties that are based on any material fact, known or unknown, in law existence at any time prior to the Effective Date as well as all claims and counterclaims that were or could have been brought in equity the Massachusetts Superior Court Action, the U.S. Infringement Action, the Canadian Infringement Action, the Interference Proceeding, and/or the B.C. Action. b. Alnylam’s Release of Tekmira: Alnylam, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, releases and forever discharges Tekmira, including both TPC and Protiva, and each of their past and present parents, subsidiaries, departments and divisions, and the predecessors and successors in interest, and each of the current and former employees, officers, directors, attorneys, and insurers, of any of the foregoing (collectively, the “Tekmira Released Parties”), and each of them, jointly and severally, from any and all claims or liabilities counterclaims, causes, causes of action, counts, remedies, promises, damages, liabilities, obligations, judgments, suits, demands, actions, costs, expenses, fees, covenants, controversies, and agreements, of whatever kind or characternature, arising under federalanywhere in the world, statewhether at law, foreignequity, statutory, administrative, arbitration or otherwise, whether known or unknown, foreseen or unforeseen, accrued or unaccrued, suspected or unsuspected, which Alnylam may now have, have ever had, or common law in the future may have against any and each of the Tekmira Released Parties that are based on any material fact, known or unknown, in existence at any time prior to the laws Effective Date as well as all claims and counterclaims that were or could have been brought in the Massachusetts Superior Court Action, the U.S. Infringement Action, the Canadian Infringement Action, the Interference Proceeding, and/or the B.C. Action. c. Tekmira’s Release of AlCana: Tekmira, including both TPC and Protiva, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, both together and individually, release and forever discharge AlCana and each of its past and present parents, subsidiaries, departments and divisions, and the predecessors, and successors in interest, and each of the current and former employees, officers, directors, attorneys, and insurers of any other relevant jurisdictionof the foregoing (collectively, the “AlCana Released Parties”), and each of them, jointly and severally, from any and all claims or counterclaims, causes, causes of action, counts, remedies, promises, damages, liabilities, obligations, judgments, suits, demands, actions, costs, expenses, fees, covenants, controversies, and agreements, of whatever kind or nature, anywhere in the world, whether at law, equity, statutory, administrative, arbitration or otherwise, whether known or unknown, foreseen or unforeseen, accrued or unaccrued, suspected or unsuspected, which Tekmira, TPC and/or Protiva, may now have, have arisenever had, or in the future may have against any and each of the AlCana Released Parties that are based on any material fact, known or unknown, in existence at any time prior to the Effective Date as well as all claims and counterclaims that were or could have arisenbeen brought in the Massachusetts Superior Court Action and/or the B.C. Action. ▇. ▇▇▇▇▇▇’▇ Release of Tekmira: AlCana, arise nowfor good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, releases and forever discharges the Tekmira Released Parties, and each of them, jointly and severally, from any and all claims or counterclaims, causes, causes of action, counts, remedies, promises, damages, liabilities, obligations, judgments, suits, demands, actions, costs, expenses, fees, covenants, controversies, and agreements, of whatever kind or nature, anywhere in the world, whether at law, equity, statutory, administrative, arbitration or otherwise, whether known or unknown, foreseen or unforeseen, accrued or unaccrued, suspected or unsuspected, which AlCana may now have, have ever had, or hereafter in the future may arise out have against any and each of the Tekmira Released Parties that are based on any material fact, known or relate unknown, in existence at any manner time prior to the allegationsEffective Date of the Agreement as well as all claims and counterclaims that were or could have been brought in the Massachusetts Superior Court Action and/or the B.C. Action. e. Notwithstanding anything herein to the contrary, i. even if based on any material, facts, events, transactions, occurrences, statements, representations, misrepresentations, omissions, known or unknown fact in existence at any other matter, thing, or cause whatsoever (or any series thereof, embraced, involved, arising out of, set forth in, or otherwise related) time prior to the Effective Date, includingthe general releases and covenants not to ▇▇▇ set forth in this Agreement are not intended to and do not release the Parties from any of their obligations under this Agreement and are not intended to and do not prohibit claims for breach of this Agreement; ii. even if based on any material, without limitation, claims that were known or could have been asserted unknown fact in existence at any time prior to the Litigation (collectivelyEffective Date, the “Released Claims”)general releases and covenants not to ▇▇▇ set forth in this Agreement are not intended to and do not release the Parties from any of their obligations under the 2012 Cross-License Agreement or the Binding Term Sheet, as the case may be, and do not prohibit claims for breach of those agreements provided the breach arises after the Effective Date; further provided, however, that nothing no Party may assert that any conduct, act, or omission by or on behalf of any released Party prior to the Effective Date constitutes a breach of any of the released Party’s obligations or duties under 2012 Cross-License Agreement or the Binding Term Sheet; and iii. even if based on any material, known or unknown fact in existence at any time prior to the Effective Date, the general releases and covenants not to ▇▇▇ set forth in this Release shall Agreement are not intended to and do not prohibit claims for patent infringement on patents filed on or after April 15, 2010 and which are not entitled to claim priority to any patent prior to April 15, 2010, whether or not the patents claim such priority, but solely for alleged infringing activities that occur after the Effective Date. To each Party’s Knowledge (i) release as defined herein), no activities conducted by any other Party or any of their affiliates, licensees or sublicensees, including without limitation any Identified Sublicensee (A) any rights or duties as defined in section 4), prior to the Effective Date, will, if continued after the Effective Date, constitute infringement of any Released Persons under patent controlled by the Party making this Release representation, which patent was filed on or the Settlement Agreementafter April 15, (B) 2010 and which is not entitled to claim priority to any claims or causes of action that any Released Persons may have for the breach or enforcement of any provision patent prior to April 15, 2010. For purposes of this Release or the Settlement Agreementsection 3.e.iii., (C) any statutory, corporate, or contractual rights to indemnification, expense reimbursement, or expense advancement of any Released Person; (ii) limit in any way the defense of any Released Person (including any potential counterclaim, cross-claim or other similar claim of any Released Person) “Knowledge” with respect to any Released ClaimTekmira means the actual knowledge as of the Effective Date of ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and/or ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇; or (iii) limit in any way any Released Person’s rights with respect to indemnificationAlnylam means the actual knowledge as of the Effective Date of ▇▇▇▇▇ ▇▇▇▇▇▇, expense reimbursement, or expense advancement in connection ▇▇▇▇▇▇▇▇ ▇▇▇▇ and/or ▇▇▇▇▇ ▇▇▇▇▇▇▇; and with any Released Claimrespect to AlCana means the actual knowledge as of the Effective Date of ▇▇▇ ▇▇▇▇▇▇.

Mutual General Releases. Effective as (a) In consideration of the completion of promises made by the Conversion (the “Effective Date”)Company in this Agreement, each of the Trust and the Trustees, on the one hand, and each of the members of the Investor Group, on the other hand, ▇▇▇▇▇▇▇ on behalf of each of themselves himself and for all of their past and any past, present affiliated, associated, related, parent and subsidiary entities, joint ventures and partnerships, successors, assigns, and the respective owners, trust beneficiaries, officers, directors, partners, members, managers, principals, parents, subsidiaries, predecessor entities, agents, representatives, employees, holders of certificates or sub-share certificates, shareholders, other security holders, advisors, consultants, attorneys, future heirs, executors, administrators, successors and assigns of any said person or entityassigns, and any other person claiming (now or in the future) through or on behalf of any of said persons or entities (collectively “Released Persons”), hereby irrevocably and unconditionally generally releaserelease and hold harmless the Company and its agents, remitdirectors, settleofficers, acquit employees, representatives, attorneys and forever discharge the other Company's affiliated companies, divisions, subsidiaries and parents (and the agents, directors, officers, employees, representatives and attorneys of such affiliates), and their predecessors, successors, heirs, executors, administrators and assigns, and all persons acting by, through, under or in concert with any of their Released Personsthem (collectively "Company Releases"), or any of them, from any and all actions, causes of action, suits, debts, charges, complaints, claims, counter-claims, cross-claims, actions, rights, judgments, obligations, damages, amounts, demands, losses, controversies, contentions, complaints, promises, accountings, bonds, bills, debts, dues, sums of money, expenses, specialties liabilities and fees and costs (whether direct, indirect or consequential, incidental or otherwise including, without limitation, attorney’s fees or court costs, of whatever nature) incurred in connection therewith obligations of any kind nature whatsoever, whether in law or equity, known or unknown, suspected or unsuspected, which ▇▇▇▇▇▇▇ ever had, now has, or he or his heirs, executors, administrators or assigns hereafter may claim to have against each or any of the Company Releasees (hereinafter the "▇▇▇▇▇▇▇ Claims"), arising from or relating in any way to his employment relationship with the Company or the termination thereof, whether the ▇▇▇▇▇▇▇ Claims arise from any alleged violation by the Company of any federal, state or local statutes, ordinances or common law, and whether based on contract, tort, or statute or any other legal or equitable theory of recovery. Such claims include, without limitation, any claims relating to severance, stock options or other benefits, unpaid wages, salary or incentive payment, breach of express or implied contract, wrongful discharge, or employment discrimination under any applicable federal, state or local statute, provision, order or regulation, including but not limited to, and any claim under Title VII, except that this release shall not extend to any claim for indemnity by ▇▇▇▇▇▇▇ against the Company or any Company Releasee, pursuant to Section 2802 of the California Labor Code, or pursuant to the Company's internal governance documents, including but not limited to its Articles of Incorporation and By-Laws, which provide for indemnity of representatives of the Company in the event of claims by third parties. ▇▇▇▇▇▇▇ understands the forgoing to be a general release of all ▇▇▇▇▇▇▇ Claims. ▇▇▇▇▇▇▇ agrees that the release contained in this Paragraph extends to all claims whatsoever, except those specifically given or described in this Agreement. ▇▇▇▇▇▇▇ further agrees that neither he nor any person, organization or any other entity acting on his behalf will file, charge, claim, ▇▇▇, participate in, join or cause or permit to be filed, charged or claimed, any action, claim, grievance or demand for damages or other relief (including injunctive, declaratory, monetary or other) against the Company, each of the Company's subsidiaries, their own rightrespective affiliates and successors and their respective officers, representativelydirectors, derivatively employees, agents and representatives, past, present or future, with respect to the ▇▇▇▇▇▇▇ Claims which are the subject of this Agreement. ▇▇▇▇▇▇▇ expressly and knowingly waives any and all rights under Section 1542 of the Civil Code of the State of California, which provides as follows: "A general release does not extend to claims which creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." For all purposes of this section of this Agreement, the term "creditor" as used and referenced in Section 1542 of the Civil Code of the State of California means and includes ▇▇▇▇▇▇▇, his heirs, executors, administrators, or assigns. (b) In consideration of the promises made and release given by the ▇▇▇▇▇▇▇ in this Agreement, the Company on behalf of itself, its predecessors, successors and assigns, hereby irrevocably and unconditionally releases and holds harmless ▇▇▇▇▇▇▇ and his heirs, executors, administrators, or assigns, and all persons acting by, through, under or in concert with any other capacityof them (collectively "▇▇▇▇▇▇▇ Releasees"), or any of them, from any and all actions, causes of action, suits, debts, charges, complaints, claims, demands, losses, liabilities and obligations of any nature whatsoever, in law or in equity equity, known or liabilities unknown, suspected or unsuspected, which the Company ever had, now has, or it or its predecessors, successors or assigns hereafter may claim to have against each or any of whatever kind or characterthe ▇▇▇▇▇▇▇ Releasees (hereinafter the "Company Claims"), arising under from or relating in any way to Shalaby's employment relationship with the Company or the termination thereof, whether the Company Claims arise from any alleged violation by ▇▇▇▇▇▇▇ of any federal, statestate or local statutes, foreignordinances or common law, and whether based on contract, tort, or common law or the laws of any other relevant jurisdiction, which have arisen, could have arisen, arise now, or hereafter may arise out of or relate in any manner to the allegations, facts, events, transactions, occurrences, statements, representations, misrepresentations, omissions, statute or any other matter, thing, legal or cause whatsoever (or any series thereof, embraced, involved, arising out of, set forth in, or otherwise related) prior to the Effective Date, includingequitable theory of recovery. Such claims include, without limitation, any claims that were relating to the Company's stock, stock options, breach of express or could have been asserted implied contract, breach of any duties owed by an employee or officer to the Company, Shalaby's performance of his job duties or any other obligation owed to the Company by virtue of his employment or ownership of stock or stock options in the Litigation (collectively, Company. The Company understands the “Released forgoing to be a general release of all Company Claims”); provided, however, . The Company agrees that nothing the release contained in this Release shall (i) release (A) Paragraph extends to all claims whatsoever, except those specifically given or described in this Agreement. The Company further agrees that neither it nor any rights person, organization or duties of any Released Persons under this Release other entity acting on its behalf will file, charge, claim, ▇▇▇, participate in, join or the Settlement Agreementcause or permit to be filed, (B) charged or claimed, any claims action, claim, grievance or causes of action that any Released Persons may have demand for the breach damages or enforcement of any provision of this Release or the Settlement Agreement, (C) any statutory, corporate, or contractual rights to indemnification, expense reimbursement, or expense advancement of any Released Person; (ii) limit in any way the defense of any Released Person other relief (including any potential counterclaiminjunctive, cross-claim declaratory, monetary or other similar claim of any Released Personother) against ▇▇▇▇▇▇▇, his heirs, executors, administrators or assigns, past, present or future, with respect to the Company Claims which are the subject of this Agreement. The Company expressly and knowingly waives any Released Claim; and all rights under Section 1542 of the Civil Code of the State of California, which provides as follows: "A general release does not extend to claims which creditor does not know or (iii) limit suspect to exist in any way any Released Person’s rights to indemnificationhis favor at the time of executing the release, expense reimbursementwhich if known by him must have materially affected his settlement with the debtor." For all purposes of this section of this Agreement, the term "creditor" as used and referenced in Section 1542 of the Civil Code of the State of California means and includes the Company, its predecessors, successors or expense advancement in connection with any Released Claimassigns.