Common use of Parent Release Clause in Contracts

Parent Release. Except (a) for the rights and remedies in respect of this Agreement and the Ancillary Documents, (b) with regard to those items listed on Schedule 4.10 of the Disclosure Letter or (c), with respect to any director, officer or employee of a Transferred Company, for any breaches or violations of the Rockwood Code of Business Conduct and Ethics or similar policies, effective upon the Closing, Parent, on behalf of itself and each of its Affiliates (other than the Transferred Companies), hereby irrevocably and unconditionally releases, discharges and covenants not to ▇▇▇ and otherwise agrees not to enforce any claim, cause of action, right, title or interest against, any Transferred Company and each director, officer and employee of each Transferred Company and their respective successors and permitted assigns of, from and with respect to any and all claims, charges, complaints, debts, covenants, agreements, obligations, liabilities, actions or demands of any kind or character, based upon any fact or circumstance, whether known or unknown, suspected or unsuspected, which presently exists or has ever existed in the past, that Parent or such of its Affiliates have or may have in any manner whatsoever, either singly or jointly with others against any of such Persons.