Mutual Release and Covenant Not to Xxx. 2.1. The Company (including for purposes of this Section 2.1, its parents, affiliates and subsidiaries) hereby fully and forever releases and discharges Executive (and his heirs, executors and administrators), and Executive hereby fully and forever releases and discharges Company (including all predecessors and successors, assigns, officers, directors, trustees, employees, agents and attorneys, past and present) from any and all claims, demands, liens, agreements, contracts, covenants, actions, suits, causes of action, obligations, controversies, debts, costs, expenses, damages, judgments, orders and liabilities, of whatever kind or nature, direct or indirect, in law, equity or otherwise, whether known or unknown, arising through the date of this Mutual Release, out of Executive’s employment by the Company or the termination thereof, including, but not limited to, any claims for relief or causes of action under the Age Discrimination in Employment Act, 29 U.S.C. § 621 et seq., or any other federal, state or local statute, ordinance or regulation regarding discrimination in employment and any claims, demands or actions based upon alleged wrongful or retaliatory discharge or breach of contract under any state or federal law.
Mutual Release and Covenant Not to Xxx. (a) In consideration of the matters referenced in Section 2 and Section 3 above, Xxxxxx, on behalf of himself and his heirs, executors, administrators, and assigns, hereby forever releases, discharges, cancels, waives, and acquits ERI, the Affiliates, and the EXCO Parties, and their respective agents, officers, owners, members, managers, partners, joint venturers, directors, employees, insurers, and assigns, of and from any and all rights, claims, demands, causes of action, obligations, damages, penalties, fees, costs, expenses, and liabilities of any nature whatsoever, whether in law or equity (collectively, “Claims”), which Xxxxxx has, had or may hereafter have against it arising out of, or by reason of, any cause or matter, existing as of the date of execution of this Agreement, WHETHER KNOWN TO XXXXXX AT THE TIME OF EXECUTION OF THIS AGREEMENT OR NOT, other than any Claims arising out of, or by reason of any breaches by EXCO of its obligations under this Agreement. This FULL RELEASE AND WAIVER OF ALL CLAIMS by Xxxxxx includes, without limitation, any Claims arising out of, or relating in any manner whatsoever to, the employment and/or termination of the employment of Xxxxxx by EXCO, such as, BUT NOT LIMITED TO, any charge, claim, lawsuit or other proceeding arising under the Civil Rights Acts, Title VII as amended by the Civil Rights Act of 1991, the Americans with Disabilities Act, the Age Discrimination in Employment Act (ADEA), the Labor Management Relations Act (LMRA), Employee Retirement Income Security Act (ERISA), the Consolidated Omnibus Budget Reconciliation Act, the Fair Labor Standards Act (FLSA), the Equal Pay Act, the Rehabilitation Act of 1973, and the Family and Medical Leave Act of 1993, worker’s compensation laws, any claim relating to the purchase, sale, or award of any interest in any EXCO Party, or any other federal, state, or local statute, or any contract, agreement, plan or policy, including any Claims for breach of express or implied contract, wrongful discharge, tort, personal injury, or any claims for attorney’s fees or other costs. This release shall not apply to (i) any vested amounts in Xxxxxx’x 401(k) account, (ii) any benefits due to, or on behalf of, Xxxxxx or his dependents pursuant to the terms of any health, dental, vision or other similar health-related plan or policy of EXCO, or (iii) any right to indemnification, advancement of expenses, limitation of liability or exculpation of liability to the extent provided und...
Mutual Release and Covenant Not to Xxx. 6.6.1 Each of the Collaboration Agreement Parties, on behalf of itself, its predecessors, successors, direct and indirect parent companies, direct and indirect subsidiary companies, companies under common control with any of the foregoing, affiliates and assigns, and its and their past, present, and future officers, directors, shareholders, interest holders, members, partners, attorneys, agents, employees, insurers, managers, representatives, assigns and successors in interest, and all persons acting by, through, under or in concert with them, and each of them, hereby irrevocably and forever release and discharge the other Collaboration Agreement Parties, together with their predecessors, successors, direct and indirect parent companies, direct and indirect subsidiary companies, companies under common control with any of the foregoing, affiliates and assigns and its and their past, present, and future officers, directors, shareholders, interest holders, members, partners, attorneys, agents, employees, managers, representatives, assigns and successors in interest, and all persons acting by, through, under or in concert with them, and each of them (the “Releasees,” as applicable), from all known and unknown charges, complaints, claims, grievances, liabilities, obligations, promises, agreements, controversies, damages, actions, causes of action, suits, rights, demands, costs, losses, debts, penalties, fees, wages, medical costs, pain and suffering, mental anguish, emotional distress, expenses (including attorneys’ fees and costs actually incurred) and punitive damages, of any nature whatsoever, known or unknown, which any Collaboration Agreement Party has, or may have had, against any other Collaboration Agreement Party, whether or not apparent or yet to be discovered, or which may hereafter develop (“Potential Claims”), for any acts or omissions, prior to the Closing Date, related to or arising from the Collaboration Agreement (the “Released Claims”). For avoidance of doubt, the Released Claims shall not include any Potential Claims: (a) for acts or omissions that occur on or after the Effective Date; or (b) related to or arising from any rights or obligations set forth in the Transaction Agreements, including Article 8 hereof.
Mutual Release and Covenant Not to Xxx. (a) CTV, on behalf of itself and its heirs, executors, administrators, and successors and assigns (collectively, the “CTV Releasor Parties”), hereby forever releases, discharges, cancels, waives, and acquits HEP, and the subsidiaries, affiliates, agents, officers, managers, owners, directors, employees, insurers, successors and assigns of HEP (collectively, the “HEP Exculpated Parties”), of and from any and all rights, claims, demands, causes of action, obligations, damages, penalties, fees, costs, expenses, and liabilities of any nature whatsoever, whether in law or equity (collectively, the “Claims”), which the CTV Releasor Parties have, had or may hereafter have against them arising out of, by reason of, or related solely to this Distributor Agreement and no other previous agreements with CTV, nor to the Parties’ prior relationship and transactions, existing as of the date of execution of this Agreement, WHETHER KNOWN TO THE CTV RELEASOR PARTIES AT THE TIME OF EXECUTION OF THIS AGREEMENT OR NOT, other than any Claims arising out of, or by reason of any breaches by the HEP Exculpated Parties of their obligations under this Agreement, this Agreement intending to be a full and final settlement between the Parties. The foregoing release may be used to completely bar any action or suit before any court, arbitral, or administrative body with respect to any claim under federal, state, local, or other law relating to any of the Claims released herein.
Mutual Release and Covenant Not to Xxx. (a) In consideration for the Consideration and other benefits set forth above, except as provided below in Paragraph 12(e) below, for Employee and Employee’s heirs and personal representatives, Employee hereby releases and forever discharges Employer, and its subsidiaries, affiliates, successors, benefit plans, and funds, and their current and former directors, officers, employees and shareholders (the “Released Parties”), from and against all liability, damages, actions and claims of any kind whatsoever, known and unknown, that Employee now has or may have had, or thereafter claim to have, on behalf of Employee or any other person or entity, at any time prior to the date of this Agreement, arising out of, or relating in any way to Employee’s employment or termination of employment with Employer. Employee expressly acknowledges and agrees that, to the maximum extent permitted by law, this General Release includes, but is not limited to, Employee’s release of any tort, contract and other common law claims and any claims under Title VII of the Civil Rights Act of 1964 and 1991, 42 U.S.C. § 2000(e) et seq., 42 U.S.C. § 1981, the Americans With Xxxxxxxxxxxx Xxx, 00 X.X.X. § 00000 et seq., the Rehabilitation Act of 1973, 29 U.S.C. § 794, the Employee Retirement Income Security Act of 1974, 29 U.S.C. § 1001 et seq., and any employee benefit plan sponsored by the Company which is not subject to ERISA, the Equal Pay Act, 29 U.S.C. § 206(4) et seq., the Family and Medical Leave Act of 1993, 29 U.S.C. § 2601 et seq., the Genetic Information Non-Discrimination Act, the anti-discrimination provisions of the Maryland Code, or any other federal, state or municipal law or ordinance relating to discrimination in employment, or any other law or regulation, known or unknown to Employee at the time of the execution of this Agreement, saving and excepting, however, any and all obligations of or claims against the Company arising by virtue of the terms and conditions of this Agreement.
Mutual Release and Covenant Not to Xxx a. Each of the Holder (on behalf of himself, his heirs, executors, representatives, successors and assigns) and the Purchaser (on behalf of itself and the Company, the Operating Company and all of its or their respective affiliates, related companies, Subsidiaries, divisions, parent corporations, successors, predecessors, assigns, and its or their members, managers, shareholders, officers, directors, investors, agents, employees, and representatives, past, present, and future, and fiduciaries of any employee benefit plan maintained by any of the foregoing, and all persons acting under, by, and through, or in concert with any of them, and each of them (referred collectively as the “Purchaser Releasees”)), hereby fully waives, releases, and forever discharges the other party and, in the case of the Holder, the other Purchaser Releasees, from any and all claims, actions, causes of action, suits, debts, accounts, controversies, agreements, promises, damages, and demands of any nature whatsoever, in law or in equity, whether or not known, suspected or claimed, which the Holder has or hereafter may have against the other party or the Purchaser Releasees, and each of them, up to and including the date hereof (referred to collectively as the “Released Claims”); provided, however, notwithstanding the foregoing, PalmSource, Inc. December , 2004 Purchaser (on behalf of itself and the Purchaser Releasees) expressly does not release and discharge, and expressly retains, any claims it now has or hereafter can, shall or may have against the Holder, for or by reason of or arising out of or in any way related to (i) a material breach of any obligations arising from any intellectual property matters set forth in the Holder’s Nondisclosure Agreement, (ii) misappropriation of Company’s or Operating Company’s intellectual property rights (iii) Holder’s tax liability; (iv) fraud; (v) embezzlement; (vi) third party claims for which Holder is not otherwise entitled to indemnification by Operating Company; and (vii) actions knowingly outside of the scope of Holder’s authority as an employee or director of Company or Operating Company. Holder acknowledges and agrees that nothing herein shall limit Purchaser’s rights under the Amalgamation Agreement, including without limitation, Purchaser’s ability to make a claim under the Escrow.
Mutual Release and Covenant Not to Xxx. Each of the Warrant Holder and the Company, for itself and its respective heirs, administrators, executors, representatives, beneficiaries and assigns, irrevocably and unconditionally releases and discharges the other, together with the other’s respective officers, directors, shareholders, partners, employees, heirs, administrators, executors, representatives, beneficiaries, attorneys and assigns (the “Released Persons”), from any and all claims, demands, causes of action, actions, judgments, liens, indebtedness, costs, damages, obligations, attorneys’ fees, losses and liability of whatever kind and character, whether known or unknown, foreseen or unforeseen, in law or equity, liquidated or unliquidated, whether asserted personally, derivatively or in any other capacity, arising from, referring to, relating to or in connection with, the beginning of time to the date hereof, including, without limiting the foregoing, those specifically related in any way to the Warrants (all of the foregoing being collectively referred to herein as the “Claims”). The Warrant Holder and the Company hereby declare that each such party voluntarily accepts the above-mentioned consideration for the purpose of making a full and final compromise, adjustment, release and settlement of the Claims. The Warrant Holder covenants and agrees not to xxx or bring any action in law, or in equity, including, but not limited to, an action in any court, forum, or arbitration proceeding whether by original process or demand, counterclaim, cross-claim, third-party process, impleader, claim for indemnity or contribution or otherwise against the Company and its successors and assigns, arising from, referring to, relating to, or in connection with in any way the Claims, except as otherwise provided for in this Agreement.
Mutual Release and Covenant Not to Xxx. The Parties agree that each of them (on behalf of themselves and their agents, representatives, employees, heirs, executors, successors and assigns) releases, forever discharges and covenants not to xxx any other Party or Parties (and their respective agents, representatives, members, affiliates, subsidiaries, employees, attorneys, accountants, professionals, heirs, executors, administrators, successors and assigns, as the case may be) and releases every other Party from any and all claims actions, causes of action, suits, debts, damages, demands, judgments, or executions whatsoever, whether known or unknown, whether under statute or in contract, tort or otherwise, and whether in law or in equity, that any Party ever had, has now, or may ever have against any other Party as of the date of execution of this Agreement. This Mutual Release and Covenant Not to Xxx includes, without limitation, any claims for payment of the Zhuhai Claims or Debt, any claims and counterclaims which were asserted in or could have been asserted in the Civil Case, all claims for attorneys' fees and costs incurred in the Civil Case or otherwise, and/or any claims, whether known or unknown, identified in Article 5 below.
Mutual Release and Covenant Not to Xxx. 8.1. Release by the Company. In consideration of the matters referenced in this Agreement, the Company on behalf of itself and its respective subsidiaries, affiliates, agents, officers, owners, directors, employees, counsel, insurers, successors, assigns, heirs, executors or administrators (collectively, the “Related Parties”), hereby forever release, discharge, cancel, waive, and acquit the Seller and its Related Parties of and from any and all rights, claims, demands, causes of action, obligations, damages, penalties, fees, costs, expenses, and liabilities of any nature whatsoever, whether in law or equity (collectively, the “Claims”), which the Company has, had or may hereafter have against the Seller or any of its Related Parties arising out of, or by reason of, any cause or matter, existing as of the date of this Agreement, whether known to the Company at the time of execution of this agreement or not, provided, however, that this release shall not apply to any breaches by the Seller or its Related Parties of this Agreement.
Mutual Release and Covenant Not to Xxx. This Mutual Release and Covenant Not to Xxx (“Release”) is made and entered into as of ______________, between Sotheby’s, Inc. and 0000 Xxxx Xxxxxx L.P. (“York LP”).
