Common use of Mutual Releases Clause in Contracts

Mutual Releases. On the Effective Date, (a) the Debtors and the Reorganized Debtors, on behalf of themselves and their Estates, any Person seeking to exercise any rights of the Debtors, the Reorganized Debtors or their Estates, including any successor to the Debtors or the Reorganized Debtors or any estate representative appointed or selected pursuant to section 1123 of the Bankruptcy Code and all of their respective officers, directors and employees, and all of their respective partners, advisors, attorneys, financial advisors, accountants and other professionals, (b) the members of, and counsel and financial advisors to, the Creditors Committee, (c) the members of, and counsel and financial advisors to, the Ad Hoc Unsecured Noteholders Committee, (d) the DIP Agent and the DIP Lenders, each in their capacities as such, and their respective legal counsel and financial advisors, (e) Citibank, N.A., Barclays Bank PLC and Barclays Capital Inc., in their respective capacities under the Securitization Facility, (f) the Indenture Trustees, each in their capacity as such, other than any Indenture Trustee who objects to confirmation of this Plan or any transaction contemplated herein, (g) the Monitor in its capacity as such, its current officers and directors, and its legal counsel and financial advisors, (h) the Secured Funded Debt Administrative Agents and Secured Funded Debt Lenders, each in their capacity as such, and their counsel and financial advisors, and (i) the Backstop Parties, each in their capacities as such, and their respective legal counsel and financial advisors (collectively clauses (a) through (i) being the “Released Parties,” and each a “Released Party”), shall be deemed to and shall unconditionally and irrevocably release each other from any and all claims, obligations, suits, judgments, damages, rights, Causes of Action and liabilities whatsoever, whether known or unknown, foreseen or unforeseen, existing or hereafter arising, in law, equity or otherwise, based in whole or in part upon actions taken in their respective capacities described above or any omission, transaction, event or other occurrence taking place on or prior to the Effective Date in any way relating to the Debtors, the Chapter 15 Debtors, the CCAA Debtors, the Chapter 11 Cases, the Chapter 15 Cases, the CCAA Proceedings, the Rights Offering, the Plan, and the CCAA Plan, except that (i) no individual shall be released from any act or omission that constitutes gross negligence or willful misconduct, (ii) the Reorganized Debtors shall not relinquish or waive the right to assert any of the foregoing as a legal or equitable defense or right of setoff or recoupment against any Claims of any such Persons asserted against the Debtors or the Reorganized Debtors, (iii) the foregoing release shall not apply to any express contractual or financial obligations owed to the Debtors or Reorganized Debtors or any obligation arising under the Plan or an agreement entered into pursuant to, or contemplated by, the Plan; (iv) the forgoing release shall not apply to any Claims for indemnification under the Secured Funded Debt Agreements; and (v) the foregoing releases shall not apply to any Employee Transferee Actions.

Mutual Releases. On the Effective DateUpon execution of this Agreement, (a) the Debtors Defendants for itself and the Reorganized Debtors, on behalf of themselves all parents, divisions, subsidiaries, affiliates, related entities, representatives, successors, directors, officers, owners, agents, employees, insurance carriers, attorneys and their Estates, any Person seeking to exercise any rights of the Debtorsassigns (together, the Reorganized Debtors or their Estates, including any successor to the Debtors or the Reorganized Debtors or any estate representative appointed or selected pursuant to section 1123 of the Bankruptcy Code and all of their respective officers, directors and employees, and all of their respective partners, advisors, attorneys, financial advisors, accountants and other professionals, (b) the members of, and counsel and financial advisors to, the Creditors Committee, (c) the members of, and counsel and financial advisors to, the Ad Hoc Unsecured Noteholders Committee, (d) the DIP Agent and the DIP Lenders, each in their capacities as such, and their respective legal counsel and financial advisors, (e) Citibank, N.A., Barclays Bank PLC and Barclays Capital Inc., in their respective capacities under the Securitization Facility, (f) the Indenture Trustees, each in their capacity as such, other than any Indenture Trustee who objects to confirmation of this Plan or any transaction contemplated herein, (g) the Monitor in its capacity as such, its current officers and directors, and its legal counsel and financial advisors, (h) the Secured Funded Debt Administrative Agents and Secured Funded Debt Lenders, each in their capacity as such, and their counsel and financial advisors, and (i) the Backstop Parties, each in their capacities as such, and their respective legal counsel and financial advisors (collectively clauses (a) through (i) being the “Released Parties,” and each a “Released PartyDefendant Group”), shall be deemed to release and shall unconditionally forever discharge Plaintiff and irrevocably release each other of its past and present parents, divisions, subsidiaries, affiliates, related entities, representatives, successors, directors, officers, owners, agents, employees, insurance carriers, attorneys and assigns (together, the “Plaintiff Group”) from any and all claims, demands, causes of action, obligations, suits, judgments, damages, rights, Causes of Action damages and liabilities of any nature whatsoever, whether in law or equity, whether known or unknown, foreseen whether disclosed or unforeseenundisclosed, existing whether anticipated or hereafter arisingunanticipated, in lawwhether asserted or unasserted, equity whether direct or otherwiseindirect, based in whole whether contingent or in part upon actions taken in liquidated, that Defendants or their respective capacities described above Defendant Group ever had or now has, or may claim to have against the Plaintiff Group. Defendants acknowledge that any omissionand all legal claims it maintains much be brought by a breach of this Settlement Agreement. Upon Plaintiff’s receipt of the full Settlement Payment, transaction, event or other occurrence taking place on or prior to the Effective Date in any way relating to the Debtors, the Chapter 15 Debtors, the CCAA Debtors, the Chapter 11 Cases, the Chapter 15 Cases, the CCAA Proceedings, the Rights Offering, the Plan, Plaintiff and Plaintiff Group shall release and forever discharge Defendants and the CCAA Plan, except that (i) no individual shall be released Defendant Group from any act or omission that constitutes gross negligence or willful misconductand all claims, (ii) the Reorganized Debtors shall not relinquish or waive the right to assert any demands, causes of the foregoing as a legal or equitable defense or right of setoff or recoupment against any Claims action, obligations, damages and liabilities of any such Persons nature whatsoever, whether in law or equity, whether known or unknown, whether disclosed or undisclosed, whether anticipated or unanticipated, whether asserted or unasserted, whether direct or indirect, whether contingent or liquidated, that Plaintiff or of its successors or assigns ever had or now has, or may claim to have against the Debtors Defendant or the Reorganized Debtors, (iii) the foregoing release shall not apply to any express contractual or financial obligations owed to the Debtors or Reorganized Debtors or any obligation arising under the Plan or an agreement entered into pursuant to, or contemplated by, the Plan; (iv) the forgoing release shall not apply to any Claims for indemnification under the Secured Funded Debt Agreements; and (v) the foregoing releases shall not apply to any Employee Transferee ActionsDefendant Group.

Mutual Releases. On a. Upon confirmation by BRPI that the Effective DateSettlement Shares have been transferred to BRPI or its affiliate in accordance with the terms of Section 2 hereof, (a) the Debtors and the Reorganized Debtors, on behalf of themselves and their Estates, any Person seeking to exercise any rights in consideration for BRPI’s discharge of the DebtorsObligations and for othergood and valuable consideration, the Reorganized Debtors or their Estatesreceipt and sufficiency of which is hereby acknowledged, including any successor to the Debtors or the Reorganized Debtors or any estate representative appointed or selected pursuant to section 1123 each of the Bankruptcy Code Xxxxxxx Parties, and all each of their respective members, shareholders, directors, officers, directors and agents, employees, representatives, attorneys, affiliates, partners, beneficiaries, third-party beneficiaries, heirs, executors, administrators, trustees, insureds, insurers, reinsurers, predecessors, successors, assigns, parents, subsidiaries, and all other related persons or entities (collectively, the “Xxxxxxx Release Parties”), hereby compromise, settle, fully release, and forever discharge BRPI, along with each of their its respective partnersmembers, advisorsmanagers, shareholders, directors, officers, agents, employees, representatives, attorneys, financial advisorsaffiliates, accountants and other professionalspartners, (b) the members ofbeneficiaries, third-party beneficiaries, heirs, executors, administrators, trustees, insureds, insurers, reinsurers, predecessors, successors, assigns, parents, subsidiaries, and counsel and financial advisors toall other related persons or entities (collectively, the Creditors Committee, (c“BRPI Release Parties”) the members of, of and counsel and financial advisors to, the Ad Hoc Unsecured Noteholders Committee, (d) the DIP Agent and the DIP Lenders, each in their capacities as such, and their respective legal counsel and financial advisors, (e) Citibank, N.A., Barclays Bank PLC and Barclays Capital Inc., in their respective capacities under the Securitization Facility, (f) the Indenture Trustees, each in their capacity as such, other than any Indenture Trustee who objects to confirmation of this Plan or any transaction contemplated herein, (g) the Monitor in its capacity as such, its current officers and directors, and its legal counsel and financial advisors, (h) the Secured Funded Debt Administrative Agents and Secured Funded Debt Lenders, each in their capacity as such, and their counsel and financial advisors, and (i) the Backstop Parties, each in their capacities as such, and their respective legal counsel and financial advisors (collectively clauses (a) through (i) being the “Released Parties,” and each a “Released Party”), shall be deemed to and shall unconditionally and irrevocably release each other from any and all claims, obligationsdebts, demands, actions, causes of action, suits, judgments, damagescontroversies, liabilities, rights, Causes set-offs, adjustments, obligations, proofs of Action claim, sums of money, accounts, reckonings, bonds, bills, covenants, contracts, conversions, agreements, promises, damages, arbitrations, mediations, premiums, letters of credit, duties, errors, omissions, orders, liens, losses, costs, expenses, interest, executions of whatever nature and liabilities whatsoeverhowsoever arising, whether actual or contingent, whether suspected or unsuspected, whether past, present or future, whether reported or unreported, whether known or unknown, foreseen and whether grounded in law or unforeseenequity, existing contract or hereafter arisingtort, in lawdirectly or indirectly (collectively, equity or otherwisethe “Claims”), based in whole or in part upon actions taken in their respective capacities described above or any omission, transaction, event or other occurrence taking place on or prior solely to the Effective Date in any way relating extent such Claims arise from or relate to the DebtorsNote, the Chapter 15 DebtorsPledge Agreements, or the CCAA Debtorsactions giving rise to this Settlement; provided, however, that the Chapter 11 Cases, Xxxxxxx Release Parties’ release of Claims against the Chapter 15 Cases, the CCAA Proceedings, the Rights Offering, the Plan, and the CCAA Plan, except that (i) no individual shall be released from any act or omission that constitutes gross negligence or willful misconduct, (ii) the Reorganized Debtors BRPI Release Parties shall not relinquish or waive the right to assert any of the foregoing as a legal or equitable defense or right of setoff or recoupment against any Claims of any such Persons asserted against the Debtors or the Reorganized Debtors, (iii) the foregoing release shall not apply to any express contractual or financial obligations owed extend to the Debtors or Reorganized Debtors or any obligation arising BRPI Release Parties’ obligations, if any, to perform under the Plan or an agreement entered into pursuant to, or contemplated by, the Plan; (iv) the forgoing release shall not apply to any Claims for indemnification under the Secured Funded Debt Agreements; and (v) the foregoing releases shall not apply to any Employee Transferee Actionsthis Settlement.

Mutual Releases. On 18.1 In exchange for the Effective Dateconsideration herein, (a) the Debtors Plaintiffs and the Reorganized DebtorsDefendants do hereby mutually remise, on behalf of themselves release and forever discharge each other and their Estatesrespective families, any Person seeking to exercise any rights spouses, heirs, legatees, beneficiaries, devisees, trustees, participants, personal representatives, executors, estates, accountants, financial advisors (including, by way of the Debtorsexample, but without limitation, David Coloris and his agents axx xepresentatives, Excipio Group, S.A. and its agents and representatives, Sunrise Securities Corp., and its agents and representatives, Michael McGee, Lois McGee, the Reorganized Debtors or their EstatesXxxxxxxxx xxd xxxxx xxxxts and representatives, including any successor to the Debtors or the Reorganized Debtors or any estate representative appointed or selected pursuant to section 1123 of the Bankruptcy Code Appleton Group, LLC and all of their respective officers, directors its agents and employees, representatives and all of their respective partners, advisorsTed Phillips) , attorneys, financial advisorsaxxxxx, accountants xxxxants, employees, predecessors, successors, subsidiaries, affiliates, holding companies, parent companies, related companies and other professionalsdivisions, (b) the members ofassigns, officers, directors, shareholders, and counsel representatives, in both their official and financial advisors toindividual capacities, the Creditors Committeeof and from all claims, (c) the members ofdebts, dues, liabilities, obligations, and counsel causes of action of every kind and financial advisors to, nature whatsoever that they have or may have against each other because of anything done or omitted to be done from the Ad Hoc Unsecured Noteholders Committee, (d) beginning of the DIP Agent and world to the DIP Lenders, each in their capacities as suchdate of this Agreement, and their respective legal counsel particularly of and financial advisors, (e) Citibank, N.A., Barclays Bank PLC and Barclays Capital Inc., in their respective capacities under the Securitization Facility, (f) the Indenture Trustees, each in their capacity as such, other than any Indenture Trustee who objects to confirmation of this Plan or any transaction contemplated herein, (g) the Monitor in its capacity as such, its current officers and directors, and its legal counsel and financial advisors, (h) the Secured Funded Debt Administrative Agents and Secured Funded Debt Lenders, each in their capacity as such, and their counsel and financial advisors, and (i) the Backstop Parties, each in their capacities as such, and their respective legal counsel and financial advisors (collectively clauses (a) through (i) being the “Released Parties,” and each a “Released Party”), shall be deemed to and shall unconditionally and irrevocably release each other from any and all claims, obligationsdebts, suitsdues, judgmentsliabilities, damagesobligations (including any and all debts, rightsdues, Causes liabilities, and obligations arising out of Action or in connection with either SBD's and/or Masanek's arrangements and/or working relationship with Technology, Solomon and/or TechAlt at any time prior hereto) or causes of action ("Claims") arising by and liabilities whatsoeverbetween any of the parties by virtue of the facts as alleged in the Litigation, including without limitation, (a) all Claims alleged, pleaded or which could have been alleged or pleaded or otherwise related to the Litigation, including without limitation, all Claims arising out of any confidentiality agreement, and/or (b) all Claims which could have been alleged or pleaded in any other litigation, administrative proceeding or any other legal proceeding between the parties, whether known in law or unknown, foreseen or unforeseen, existing or hereafter arising, in law, equity or otherwisebefore administrative agencies or departments, based in whole arising from, related to, or in part upon actions taken in their respective capacities described above or any omission, transaction, event or other occurrence taking place on or prior to the Effective Date in any way relating to the Debtorsconnected with, the Chapter 15 Debtorsdirectly or indirectly, the CCAA Debtors, the Chapter 11 Cases, the Chapter 15 Cases, the CCAA Proceedings, the Rights Offering, the Plan, and the CCAA Plan, except that (i) no individual shall be released from any act parties' actions or omission that constitutes gross negligence inactions, including without limitation, actions or willful misconductinactions, as a shareholder, officer, director, and/or employee of TechAlt, Technology, and/or SBD, (ii) the Reorganized Debtors shall not relinquish or waive the right to assert any of the foregoing as a legal or equitable defense or right of setoff or recoupment against any Claims of any such Persons asserted against the Debtors or the Reorganized Debtorsparties' various relationships with each other, (iii) the foregoing release shall not apply to any express contractual or financial obligations owed to the Debtors or Reorganized Debtors or any obligation arising under the Plan or an agreement entered into pursuant tovarious parties' status as officers, or contemplated bydirectors, the Plan; shareholders and/or employees of TechAlt, Technology, and/or SBD, and (iv) the forgoing release shall not apply to any Claims for indemnification under the Secured Funded Debt Agreements; and (v) the foregoing releases shall not apply to any Employee Transferee Actionscessations of those relationships.

Mutual Releases. On the Effective Date, (a) the Debtors and the Reorganized Debtors, on behalf of themselves and their Estates, any Person seeking to exercise any rights Except for those matters specifically set forth in this Agreement which create continuing future obligations of the DebtorsParties, including but not limited to URI's indemnity obligations pursuant to Section 5 below and Wolffs' and MWR's obligations pursuant to Section 6 below, the Reorganized Debtors or their EstatesParties hereto, including any successor to the Debtors or the Reorganized Debtors or any estate representative appointed or selected pursuant to section 1123 and each of the Bankruptcy Code and all of them, for themselves, their respective heirs, assigns and successors in interest, predecessors, subsidiaries, controlled and affiliated corporations and entities, past and present, as well as the respective directors, officers, directors partners, agents, attorneys, servants, and employees, past and all present, and each of them, do hereby acknowledge full and complete satisfaction of, and do hereby release and discharge the others of them, including their respective heirs, assigns and successors in interest, predecessors, subsidiaries, controlled and affiliated corporations and entities, past and present, as well as the respective directors, officers, partners, advisorsagents, attorneys, financial advisors, accountants and other professionals, (b) the members ofservants, and counsel employees, past and financial advisors to, the Creditors Committee, (c) the members ofpresent, and counsel and financial advisors toeach of them, the Ad Hoc Unsecured Noteholders Committee, (d) the DIP Agent and the DIP Lenders, each in their capacities as such, and their respective legal counsel and financial advisors, (e) Citibank, N.A., Barclays Bank PLC and Barclays Capital Inc., in their respective capacities under the Securitization Facility, (f) the Indenture Trustees, each in their capacity as such, other than any Indenture Trustee who objects to confirmation of this Plan or any transaction contemplated herein, (g) the Monitor in its capacity as such, its current officers and directors, and its legal counsel and financial advisors, (h) the Secured Funded Debt Administrative Agents and Secured Funded Debt Lenders, each in their capacity as such, and their counsel and financial advisors, and (i) the Backstop Parties, each in their capacities as such, and their respective legal counsel and financial advisors (collectively clauses (a) through (i) being the “Released Parties,” and each a “Released Party”), shall be deemed to and shall unconditionally and irrevocably release each other from any and all claims, obligationsdemands, suitsand causes or sources of action of whatever kind or nature, judgments, damages, rights, Causes of Action and liabilities whatsoever, whether known or unknown, foreseen suspected or unforeseenunsuspected, existing including all rights of and claims for contribution and indemnification, and judgments, which any of them now owns or hereafter arisingholds or has at any time heretofore owned or held through the date hereof against any of the other of them, including, but not limited to, those which (i) are or could have been alleged or set forth in lawany of the pleadings, equity any interlocutory or otherwisefinal orders, based rulings, file, or papers in whole the Lawsuit; or in part upon actions taken in their respective capacities described above (ii) arise out of, or any omissionare related to, transaction, event or other occurrence taking place on or prior to the Effective Date are in any way relating to connected with any transactions, occurrences, acts or omissions set forth, or facts alleged in the Debtors, papers on file in the Chapter 15 Debtors, the CCAA Debtors, the Chapter 11 Cases, the Chapter 15 Cases, the CCAA Proceedings, the Rights Offering, the Plan, and the CCAA Plan, except that (i) no individual shall be released from any act Lawsuit; or omission that constitutes gross negligence or willful misconduct, (ii) the Reorganized Debtors shall not relinquish or waive the right to assert any of the foregoing as a legal or equitable defense or right of setoff or recoupment against any Claims of any such Persons asserted against the Debtors or the Reorganized Debtors, (iii) the foregoing release shall not apply to any express contractual or financial obligations owed to the Debtors or Reorganized Debtors or any obligation arising under the Plan or an agreement entered into pursuant arise out of, are related to, or contemplated byare in any way connected with the Share Exchange Agreement or the Promissory Note, executed in connection therewith. Specifically excluded from this mutual release are rights, claims, liabilities, causes of action, damages or expenses arising from the parties' warranties, representations and covenants in, and their performance of their obligations under this Agreement, including but not limited to, the Plan; (iv) parties' payment obligations, if any, set forth in Section 3 above, URI's indemnity obligations set forth in Section 5 below, Wolffs' and MWR's indemnity obligations set forth in Section 6 below and MWR's payment obligations set forth in Section 9 below. The releases made pursuant to this Section 4 are mutual and are given in consideration for, among other things, the forgoing release shall releases made in return by each party being released. Each party expressly reserves any and all claims, demands and cause of action against any and all individuals and entities not apply expressly released pursuant to any Claims for indemnification under this Section 4, including, but not limited to, Xxxx X. Xxxxxx, Xx., Xxxxx X. Xxxxxx, Xxxx X. Xxxxx, Xxxx Technologies Corporation, its officers, directors, employees, agents, successors and assigns, Xxxxx Xxxxxx, Xxxx Xxxxxx, Xxxxxxxx Xxxxxx, Xxxxxx Gas and Oil Inc., its officers, directors, employees, agents, successors and assigns, Xxxx X. Xxxxxx, Xx. Estate and its beneficiaries, employees and agents, Xxxx Xxxx, Xxxxx Xxxxx, Xxxx Xxxxxx, Xxxxxxxx Xxxxxx, Xxxxxx Limited Partnership, its partners, employees, agents, successors and assigns, Xxxxxx Family Charitable Trust, its beneficiaries, employees, agents, successors and assigns, and Xxxx Xxxx Wind Partners, its partners, employees, agents, successors and assigns and the Secured Funded Debt Agreements; J&M Trust, its beneficiaries, employees, agents, successors and (v) the foregoing releases shall not apply to any Employee Transferee Actionsassigns.

Mutual Releases. On the Effective Date, (a) the Debtors and (a) the Reorganized Debtors, on behalf of themselves and their Estates, any Person seeking to exercise any rights of the Debtors, the Reorganized Debtors or their Estates, including any successor to the Debtors or the Reorganized Debtors or any estate representative appointed or selected pursuant to section 1123 of the Bankruptcy Code Code[, (b)] and all of their respective officers, directors directors[,] and employees, and all of their respective partners, advisors, attorneys, financial advisors, accountants and other professionals, (b) the members of, and counsel and financial advisors to, the Creditors Committee, (d (c) the members of, and counsel and financial advisors to, the Creditors Committee,[ (d]) the members of, and counsel and financial advisors to, the Ad Hoc Unsecured Noteholders Committee, (d[e]d) the DIP Agent and the DIP Lenders, each in their capacities as such, and their respective legal counsel and financial advisors, (e[f]e) Citibank, N.A., Barclays Bank PLC and Barclays Capital Inc., in their respective capacities under the Securitization Facility, (f[g]f) the Indenture Trustees, each in their capacity as such, other [(h]other than any Indenture Trustee who objects to confirmation of this Plan or any transaction contemplated herein, (g) the Monitor in its capacity as such, its current officers and directors, and its legal counsel and financial advisors, [and ](h[i]h) the Secured Funded Debt Administrative Agents and Secured Funded Debt Lenders, each in their capacity as such, and their counsel and financial advisors, and (i) the Backstop Parties, each in their capacities as such, and their respective legal counsel and financial advisors (collectively clauses (a) through (i) being the “Released Parties,” and each a “Released Party”), shall be deemed to and shall unconditionally and irrevocably release each other from any and all claims, obligations, suits, judgments, damages, rights, Causes of Action and liabilities whatsoever, whether known or unknown, foreseen or unforeseen, existing or hereafter arising, in law, equity or otherwise, based in whole or in part upon actions taken in their respective capacities described above or any omission, transaction, event or other occurrence taking place on or prior to the Effective Date in any way relating to the Debtors, the Chapter 15 Debtors, the CCAA Debtors, the Chapter 11 Cases, the Chapter 15 Cases, the CCAA Proceedings, the Rights Offering, the Plan, and the CCAA Plan, except that (i) no individual shall be released from any act or omission that constitutes gross negligence or willful misconduct, (ii) the Reorganized Debtors shall not relinquish or waive the right to assert any of the foregoing as a legal or equitable defense or right of setoff or recoupment against any Claims of any such Persons asserted against the Debtors or the Reorganized Debtors, [and ](iii) the foregoing release shall not apply to any express contractual or financial obligations owed to the Debtors or Reorganized Debtors or any obligation arising under the Plan or an agreement entered into pursuant to, or contemplated by, the Plan; (iv) the forgoing release shall not apply to any Claims for indemnification under the Secured Funded Debt Agreements; and (v) the foregoing releases shall not apply to any Employee Transferee Actions.

Mutual Releases. On the Effective Date, (a) In consideration of the Debtors complete execution and delivery of this Agreement, and other good and valuable consideration, each of the LD Entities for itself and its respective current and former principals, officers, directors, partners, members, employees, shareholders, managers, subsidiaries, Affiliates, representatives, agents, predecessors, successors, assigns, (collectively, the “loanDepot Releasing Parties”), hereby release, acquit, and forever discharge iMortgage and the Reorganized DebtorsiMortgage Stockholders, on behalf of themselves and their Estates, together with any Person seeking to exercise any rights of the Debtors, the Reorganized Debtors or their Estates, including any successor to the Debtors or the Reorganized Debtors or any estate representative appointed or selected pursuant to section 1123 of the Bankruptcy Code and all of their respective former, current, and future parents, Affiliates, subsidiaries, directors, officers, directors and partners, members, employees, and all of their respective partnersshareholders, advisorsmanagers, attorneys, financial advisorsaccountants, accountants insurers, heirs, agents, representatives, executors, administrators, predecessors, successors and other professionals, (b) the members ofassigns, and counsel and financial advisors toany Affiliate of any of them (collectively, the Creditors Committee, (c) the members of, and counsel and financial advisors to, the Ad Hoc Unsecured Noteholders Committee, (d) the DIP Agent and the DIP Lenders, each in their capacities as such, and their respective legal counsel and financial advisors, (e) Citibank, N.A., Barclays Bank PLC and Barclays Capital Inc., in their respective capacities under the Securitization Facility, (f) the Indenture Trustees, each in their capacity as such, other than any Indenture Trustee who objects to confirmation of this Plan or any transaction contemplated herein, (g) the Monitor in its capacity as such, its current officers and directors, and its legal counsel and financial advisors, (h) the Secured Funded Debt Administrative Agents and Secured Funded Debt Lenders, each in their capacity as such, and their counsel and financial advisors, and (i) the Backstop Parties, each in their capacities as such, and their respective legal counsel and financial advisors (collectively clauses (a) through (i) being the “iMortgage Released Parties,” and each a “Released Party”), shall be deemed to from and shall unconditionally and irrevocably release each other from against any and all claims, obligationscharges, complaints, demands, actions, causes of action, suits, judgmentsrights, appeals and rights of appeal, debts, dues, sums of money, costs, losses, accounts, reckonings, covenants, contracts, controversies, agreements, promises, damages, rightsexecutions, Causes obligations, liabilities, and expenses (including attorneys’ fees and costs) of Action every kind, nature, and liabilities description whatsoever, whether existing or contingent, ascertained or unascertained, accrued or not accrued, asserted or unasserted, suspected or unsuspected, known or unknown, foreseen whether sounding in tort or unforeseen, existing or hereafter arisingin contract, in law, equity or otherwisemixed, based in whole anywhere throughout the world, which the loanDepot Releasing Parties had, have, or in part upon actions taken in their respective capacities described above may hereafter have, or any omissionclaim to have, transaction, event or other occurrence taking place on or prior against the iMortgage Released Parties as of the Effective Date. Notwithstanding anything to the Effective Date in any way relating contrary herein, no rights to the Debtors, the Chapter 15 Debtors, the CCAA Debtors, the Chapter 11 Cases, the Chapter 15 Cases, the CCAA Proceedings, the Rights Offering, the Plan, and the CCAA Plan, except that (i) no individual shall be released from any act or omission that constitutes gross negligence or willful misconduct, (ii) the Reorganized Debtors shall not relinquish or waive the right to assert any indemnification of the foregoing as a legal or equitable defense or right of setoff or recoupment against any Claims of any such Persons asserted against the Debtors or the Reorganized Debtors, loanDepot Releasing Parties (iiiif any) the foregoing release shall not apply to any express contractual or financial obligations owed to the Debtors or Reorganized Debtors or any obligation arising under the Plan or an agreement entered into pursuant to, or contemplated by, the Plan; (iv) the forgoing release shall not apply to any Claims for indemnification Purchase Agreement are released under the Secured Funded Debt Agreements; and (v) the foregoing releases shall not apply to any Employee Transferee Actionsthis Agreement.

Mutual Releases. On the Effective Date, (a) the Debtors and the Reorganized Debtors, on behalf of themselves and their Estates, any Person seeking to exercise any rights In consideration of the Debtorscovenants and agreements set forth in this Agreement, and for other good and valuable consideration, the Reorganized Debtors or their Estatesreceipt and sufficiency of which are hereby acknowledged, including any successor to the Debtors or the Reorganized Debtors or any estate representative appointed or selected pursuant to section 1123 of the Bankruptcy Code Trimol and all of entities owned (in whole or in part), controlled by, or under common control with Trimol and their respective officers, directors directors, shareholders, employees, agents, consultants, heirs, administrators, executors, personal representatives, successors and employeesassigns (hereinafter collectively referred to as the “Trimol Releasors”), do hereby unconditionally and irrevocably release and forever discharge API, and all of their respective partnersentities owned (in whole or in part), advisorscontrolled by, attorneys, financial advisors, accountants and other professionals, (b) the members of, and counsel and financial advisors to, the Creditors Committee, (c) the members of, and counsel and financial advisors to, the Ad Hoc Unsecured Noteholders Committee, (d) the DIP Agent and the DIP Lenders, each in their capacities as suchor under common control with API, and their respective legal counsel and financial advisorsofficers, (e) Citibank, N.A., Barclays Bank PLC and Barclays Capital Inc., in their respective capacities under the Securitization Facility, (f) the Indenture Trustees, each in their capacity as such, other than any Indenture Trustee who objects to confirmation of this Plan or any transaction contemplated herein, (g) the Monitor in its capacity as such, its current officers and directors, shareholders, employees, counsel, agents, consultants, heirs, administrators, executors, personal representatives, successors and its legal counsel and financial advisors, assigns (h) the Secured Funded Debt Administrative Agents and Secured Funded Debt Lenders, each in their capacity hereinafter collectively referred to as such, and their counsel and financial advisors, and (i) the Backstop Parties, each in their capacities as such, and their respective legal counsel and financial advisors (collectively clauses (a) through (i) being the “Released Parties,” and each a “Released PartyAPI Releasees”), shall be deemed to and shall unconditionally and irrevocably release each other from any and all claimsactions, causes of action, suits, debts, dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, obligations, suitscontracts, controversies, agreements, promises, variances, damages, liabilities, judgments, damagesexecutions, rights, Causes of Action claims and liabilities demands whatsoever, in law or in equity (whether known or unknown, foreseen liquidated or unforeseenunliquidated and whether suspected or unsuspected), existing whether asserted individually, derivatively, or in any other capacity, which the Trimol Releasors, or any of them, ever had, now have or hereafter arisingcan, in law, equity shall or otherwise, based in whole or in part upon actions taken in their respective capacities described above may have against the API Releasees (or any omissionof them) for, transactionby reason of, event or other occurrence taking place on or prior to the Effective Date in any way relating based upon, arising out of, related to, or connected with, directly or indirectly, any matter or transaction, including any matter or transaction related to or based upon the Debtors, the Chapter 15 Debtors, the CCAA Debtors, the Chapter 11 Cases, the Chapter 15 Cases, the CCAA Proceedings, the Rights Offering, the Plan, Agreements and the CCAA Plantransactions contemplated thereunder, from the beginning of the world to and including the date hereof, except that (i) no individual shall be released from any act or omission that constitutes gross negligence or willful misconductfor the representations, (ii) the Reorganized Debtors shall warranties and covenants API under this Agreement. The Trimol Releasors hereby covenant and agree not relinquish or waive the right to assert sxx any of the API Releasees with respect to any matter or thing covered by or subject to the foregoing as a legal release, subject to the exception set forth above, or equitable defense with respect to any suit or right of setoff or recoupment against any Claims of any such Persons asserted proceeding commenced against the Debtors or API Releasees to enforce the Reorganized Debtors, (iii) the foregoing release shall not apply to any express contractual or financial obligations owed to the Debtors or Reorganized Debtors or any obligation arising under the Plan or an agreement entered into pursuant to, or contemplated by, the Plan; (iv) the forgoing release shall not apply to any Claims for indemnification under the Secured Funded Debt Agreements; and (v) the foregoing releases shall not apply to any Employee Transferee Actionsterms of this Agreement.

Mutual Releases. On A. Upon delivery to the Effective DateXxxxx Trust of the consideration set forth in Section III of this Agreement, (a) the Debtors and the Reorganized DebtorsXxxxx Trust, on behalf of themselves itself and each affiliate and beneficiary of the Xxxxx Trust and their Estatesrespective agents, any Person seeking general and limited partners, principals, attorneys, employees, representatives, officers, directors, shareholders, assigns, predecessors and successors-in-interest and heirs, agrees to exercise any rights of the Debtorsrelease, the Reorganized Debtors or their Estatesremise and forever discharge ICII, including any successor to the Debtors or the Reorganized Debtors or any estate representative appointed or selected pursuant to section 1123 of the Bankruptcy Code SPB and all of their respective officerssubsidiaries, directors affiliates, agents, general and employees, and all of their respective limited partners, advisorsprincipals, attorneys, financial advisorsemployees, accountants and other professionalsrepresentatives, (b) the members ofofficers, and counsel and financial advisors to, the Creditors Committee, (c) the members of, and counsel and financial advisors to, the Ad Hoc Unsecured Noteholders Committee, (d) the DIP Agent and the DIP Lenders, each in their capacities as such, and their respective legal counsel and financial advisors, (e) Citibank, N.A., Barclays Bank PLC and Barclays Capital Inc., in their respective capacities under the Securitization Facility, (f) the Indenture Trustees, each in their capacity as such, other than any Indenture Trustee who objects to confirmation of this Plan or any transaction contemplated herein, (g) the Monitor in its capacity as such, its current officers and directors, shareholders, assigns, predecessors and its legal counsel and financial advisorssuccessors-in-interest, (h) the Secured Funded Debt Administrative Agents and Secured Funded Debt Lenders, each in their capacity as such, and their counsel and financial advisors, and (i) the Backstop Parties, each in their capacities as such, and their respective legal counsel and financial advisors (collectively clauses (a) through (i) being the “Released Parties,” and each a “Released Party”), shall be deemed to and shall unconditionally and irrevocably release each other from any and all existing or potential claims, obligationsactions, suitsliabilities, judgmentsdebts, damagescauses of action, rightsliens, Causes promises, agreements, rights of Action appeal, contracts and liabilities whatsoeverdamages of every nature or description, whether known or unknown, foreseen or unforeseen, existing direct or hereafter arisingindirect, liquidated or not yet fully in being, including but not limited to any obligation to pay principal or interest on the Convertible Debt, and any compensatory damages, statutory liquidated damages, punitive damages, costs, expenses and attorneys' fees, other than payment of accrued interest in respect of the Convertible Debt due January 30, 2002 and accrued interest in respect of the Convertible Debt from and after January 30, 2002 through the date of payment in full of the consideration to be paid pursuant to Section III of this Agreement, all of which interest, if not theretofore paid, shall be paid in full contemporaneously with the consummation of the transactions contemplated hereby (it being understood that interest which, pursuant to the terms of the Convertible Debt is permitted to be paid, at the election of ICII, in lawkind, equity may be paid in Series B Senior Secured Notes (hereinafter defined) in a face amount equal to such interest paid or otherwisepayable in kind). It is the intention of the Xxxxx Trust in executing the foregoing release (whether directly or through its authorized agent) that such release shall be effective as a bar to each and every claim, based in whole demand, or in part upon actions taken in their respective capacities described above or any omission, transaction, event or other occurrence taking place on or prior cause of action released thereby with respect to the Effective Date in any way relating Claims. The Xxxxx Trust recognizes that it may have some claim, demand or cause of action with respect to the Debtors, the Chapter 15 Debtors, the CCAA Debtors, the Chapter 11 Cases, the Chapter 15 Cases, the CCAA Proceedings, the Rights Offering, the Plan, and the CCAA Plan, except that (i) no individual shall be released from any act Claims against ICII or omission that constitutes gross negligence or willful misconduct, (ii) the Reorganized Debtors shall not relinquish or waive the right to assert any of the other persons hereinabove referred to of which the Xxxxx Trust is totally unaware and unsuspecting, which it will be giving up by execution of the foregoing as a legal release. It is the intention of the Xxxxx Trust in executing such release (whether directly or equitable defense through its authorized agent) to dispose of each such claim, demand or right cause of setoff or recoupment against any Claims of any such Persons action which could be asserted against the Debtors or the Reorganized Debtors, (iii) the foregoing release shall not apply ICII with respect to any express contractual or financial obligations owed to of the Debtors or Reorganized Debtors or any obligation arising under the Plan or an agreement entered into pursuant to, or contemplated by, the Plan; (iv) the forgoing release shall not apply to any Claims for indemnification under the Secured Funded Debt Agreements; and (v) the foregoing releases shall not apply to any Employee Transferee ActionsClaims.