Common use of Mutual Release, Etc Clause in Contracts

Mutual Release, Etc. Effective upon the Time of Distribution and except as otherwise specifically set forth in this Distribution Agreement, each member of the Parent Group on one hand and each member of the Harbor Global Group on the other hand releases and forever discharges each member of the other of and from all debts, demands, actions, causes of action, suits, accounts, covenants, contracts, agreements, undertakings, commitments, damages and any and all claims, demands and liabilities whatsoever of every name and nature, both in law and in equity, against such other party or any of its assigns, which the releasing party has or ever had, which arise out of or relate to events, circumstances or actions taken by such other party prior to the Time of Distribution; provided, however, that the foregoing general release shall not apply to any demands, actions, causes of action, suits, accounts, covenants, agreements, undertakings, commitments, damages and any and all claims, demands and liabilities arising out of or relating to this Distribution Agreement, the Merger Agreement or the Tax Separation Agreement or the transactions contemplated hereby or thereby and shall not affect either party's right to enforce this Distribution Agreement or any other agreement contemplated hereby or thereby in accordance with its terms. Each party understands and agrees that, except as otherwise specifically provided herein, neither the other party nor any of its subsidiaries is, in this Distribution Agreement or any other agreement (other than the Merger Agreement), or document, representing or warranting to such party in any way as to the assets, business or liabilities transferred or assumed as contemplated hereby or thereby or as to any consents or approvals required in connection with the consummation of the transactions contemplated by this

Mutual Release, Etc. Effective upon the Time of Distribution and except as otherwise specifically set forth in this Distribution Agreement, each member of the Parent Group on one hand and each member of the Harbor Global Group on the other hand releases and forever discharges each member of the other of and from all debts, demands, actions, causes of action, suits, accounts, covenants, contracts, agreements, undertakings, commitments, damages and any and all claims, demands and liabilities whatsoever of every name and nature, both in law and in equity, against such other party or any of its assigns, which the releasing party has or ever had, which arise out of or relate to events, circumstances or actions taken by such other party prior to the Time of Distribution; providedPROVIDED, howeverHOWEVER, that the foregoing general release shall not apply to any demands, actions, causes of action, suits, accounts, covenants, agreements, undertakings, commitments, damages and any and all claims, demands and liabilities arising out of or relating to this Distribution Agreement, the Merger Agreement or the Tax Separation Agreement or the transactions contemplated hereby or thereby and shall not affect either party's right to enforce this Distribution Agreement or any other agreement contemplated hereby or thereby in accordance with its terms. Each party understands and agrees that, except as otherwise specifically provided herein, neither the other party nor any of its subsidiaries is, in this Distribution Agreement or any other agreement (other than the Merger Agreement), or document, representing or warranting to such party in any way as to the assets, business or liabilities transferred or assumed as contemplated hereby or thereby or as to any consents or approvals required in connection with the consummation of the transactions contemplated by thisthis Distribution Agreement, it

Mutual Release, Etc. Effective upon the Time of Distribution and except as otherwise specifically set forth in this Distribution Agreement, each member of the Parent Group on one hand Company and each member of the Harbor Global Group on the other hand Spinco releases and forever discharges each member the other, and its affiliates, successors and assigns and the officers, directors, employees, partners, agents and representatives of the other any of them, of and from all debts, demands, actions, causes of action, suits, accounts, covenants, contracts, agreements, undertakingsdamages, commitments, damages and any and all claims, demands and liabilities whatsoever of every name and nature, both in law and in equity, against such other party or any of its successors or assigns, which that the releasing party has or ever had, which that arise out of or relate to events, circumstances or actions taken by such other party prior to the Time of DistributionDistribution Date; provided, however, that the foregoing general release shall not apply to any demands, actions, causes of action, suits, accounts, covenants, agreements, undertakings, commitments, damages and any and all claims, demands and liabilities arising out of or relating to this Distribution Agreement, the Merger Agreement Other Agreements or any of the Tax Separation Agreement agreements listed on Schedule 7.02 or the transactions contemplated hereby or thereby and shall not affect either party's right to enforce this Distribution Agreement Agreement, any of the Other Agreements or any other agreement contemplated hereby or thereby of the agreements listed on Schedule 7.02, in each case in accordance with its terms. Each party understands and agrees that, except as otherwise specifically provided herein, neither the other party nor any of its subsidiaries isaffiliates, successors and assigns or the officers, directors, employees, partners, agents and representatives of any of them, in this Distribution Agreement or any other agreement (other than of the Merger Agreement)Other Agreements, or document, is representing or warranting to such party in any way as to the assets, business or liabilities transferred transferred, assumed or assumed licensed as contemplated hereby or thereby thereby, it being agreed and understood that each party shall take or keep all of its assets "as is" and that it shall bear the economic and legal risk that conveyance or licensing of such assets shall prove to be insufficient or that the title to any consents assets conveyed or approvals required in connection with the consummation of the transactions contemplated by thislicensed shall be other than good and marketable and free from encumbrances.

Mutual Release, Etc. Effective upon the Time of Distribution Second Spin-Off and except ------------------- as otherwise specifically set forth in this Distribution AgreementPlan of Reorganization, each member of the Parent Group on one hand Company and each member of the Harbor Global Group on the other hand Strategix releases and forever discharges each member the other, and its Affiliates, successors and assigns and the officers, directors, employees, partners, agents and representatives of the other any of them, of and from all debts, demands, actions, causes of action, suits, accounts, covenants, contracts, agreements, undertakingsdamages, commitments, damages and any and all claims, demands and liabilities whatsoever of every name and nature, both in law and in equity, against such other party or any of its successors or assigns, which that the releasing party has or ever had, which that arise out of or relate to events, circumstances or actions taken by such other party prior to the Time of DistributionSecond Spin-Off Date; provided, however, that the foregoing general release shall not apply to any demands, actions, causes this Plan of action, suits, accounts, covenants, agreements, undertakings, commitments, damages and any and all claims, demands and liabilities arising out of or relating to this Distribution Agreement, the Merger Agreement Reorganization or the Tax Separation Agreement Other Agreements or the transactions contemplated hereby or thereby and shall not affect either party's right to enforce this Distribution Agreement Plan of Reorganization or any other agreement contemplated hereby or thereby of the Other Agreements, in each case in accordance with its terms. Each party understands and agrees that, except as otherwise specifically provided herein, neither the other party nor any of its subsidiaries isAffiliates, successors and assigns or the officers, directors, employees, partners, agents and representatives of any of them, in this Distribution Agreement Plan of Reorganization or any other agreement (other than of the Merger Agreement)Other Agreements, or document, is representing or warranting to such party in any way as to the assets, business or liabilities transferred transferred, assumed or assumed licensed as contemplated hereby or thereby thereby, it being agreed and understood that each party shall take or keep all of its assets "as is" and that it shall bear the economic and legal risk that conveyance or licensing of such assets shall prove to be insufficient or that the title to any consents assets conveyed or approvals required in connection with the consummation of the transactions contemplated by thislicensed shall be other than good and marketable and free from encumbrances.