Common use of Release and Covenant Not to Sue Clause in Contracts

Release and Covenant Not to Sue. Borrower, Original Obligors and Substitute Obligors, on behalx xf themselves and their heirs, successors and assigns, hereby release and forever discharge Lender, Original Lender, each of their predecessors in interest and their successors and assigns, together with any officers, directors, partners, employees, investors, certificate holders and agents (including, without limitation, servicers of the loan) of each of the foregoing (collectively the "LENDER PARTIES"), from all debts, accountings, bonds, warranties, representations, covenants, promises, contracts, controversies, agreements, claims, damages, judgments, executions, actions, inactions, liabilities demands or causes of action of any nature, at law or in equity, known or unknown, which Borrower, Original Obligors and/or Substitute Obligors now have by reason of any cause, matter, or thing through and including the date hereof, arising out of or relating to: (a) the Loan, including, without limitation, its funding, administration and servicing; (b) the Loan Documents; (c) the Property; (d) any reserve and/or escrow balances held by Lender or any servicers of the Loan; (e) the Transfer and/or Substitution; and (f) any other disclosed agreement or transaction between Borrower, Original Obligors and/or Substitute Obligors and the Lender Parties relating to the Property or the Loan. Borrower, Original Obligors and Substitute Obligors, on behalf of themselves and their heirs, successors and assigns, covenant and agree never to institute or cause to be instituted or continue prosecution of any suit or other form of action or proceeding of any kind or nature whatsoever against any of the Lender Parties by reason of or in connection with any of the foregoing matters, claims or causes of action.

Release and Covenant Not to Sue. Borrower, Original Obligors and Substitute Obligors, on behalx xf behaxx of themselves and their heirs, successors and assigns, hereby release and forever discharge Lender, Original Lender, each of their predecessors in interest and their successors and assigns, together with any officers, directors, partners, employees, investors, certificate holders and agents (including, without limitation, servicers of the loan) of each of the foregoing (collectively the "LENDER PARTIES"), from all debts, accountings, bonds, warranties, representations, covenants, promises, contracts, controversies, agreements, claims, damages, judgments, executions, actions, inactions, liabilities demands or causes of action of any nature, at law or in equity, known or unknown, which Borrower, Original Obligors and/or Substitute Obligors now have by reason of any cause, matter, or thing through and including the date hereof, arising out of or relating to: (a) the Loan, including, without limitation, its funding, administration and servicing; (b) the Loan Documents; (c) the Property; (d) any reserve and/or escrow balances held by Lender or any servicers of the Loan; (e) the Transfer and/or Substitution; and (f) any other disclosed agreement or transaction between Borrower, Original Obligors and/or Substitute Obligors and the Lender Parties relating to the Property or the Loan. Borrower, Original Obligors and Substitute Obligors, on behalf of themselves and their heirs, successors and assigns, covenant and agree never to institute or cause to be instituted or continue prosecution of any suit or other form of action or proceeding of any kind or nature whatsoever against any of the Lender Parties by reason of or in connection with any of the foregoing matters, claims or causes of action.

Release and Covenant Not to Sue. Borrower, Original Obligors and Substitute Assuming Obligors, on behalx xf behalf of themselves and their heirs, successors and assigns, hereby release and forever discharge Lender, Original Lenderany trustee of the Loan, any servicer of the Loan, each of their respective predecessors in interest and their successors and assigns, together with any the officers, directors, partners, employees, investors, certificate holders and agents (including, without limitation, servicers of the loan) of each of the foregoing (collectively collectively, the "LENDER PARTIES"), from all debts, accountings, bonds, warranties, representations, covenants, promises, contracts, controversies, agreements, claims, damages, judgments, executions, actions, inactions, liabilities demands or causes of action of any nature, at law or in equity, known or unknown, which Borrower, Original Obligors and/or Substitute and Assuming Obligors now have by reason of any cause, matter, or thing through and including the date hereof, including, without limitation, matters arising out of or relating to: (a) the Loan, including, without limitation, its funding, administration and servicing; (b) the Loan Documents; (c) the Property; (d) any reserve and/or escrow balances held by Lender or any servicers of the Loan; or (e) the Transfer and/or Substitution; sale, conveyance, assignment and (f) any other disclosed agreement or transaction between Borrower, Original Obligors and/or Substitute Obligors and transfer of the Lender Parties relating to the Property or the LoanProperty. Borrower, Original Obligors and Substitute Assuming Obligors, on behalf of themselves and their heirs, successors and assigns, covenant and agree never to institute or cause to be instituted or continue prosecution of any suit or other form of action or proceeding of any kind or nature whatsoever against any of the Lender Parties by reason of or in connection with any of the foregoing matters, or related claims or causes of action.

Release and Covenant Not to Sue. Borrower(a) Subject to Section 6.3, Original Obligors Section 6.9(b) and Substitute ObligorsSection 6.9(c), each of the parties hereto acknowledge and agree that the rights and obligations under the LLC Agreement shall remain in full force and effect until the Closing Date. (b) Seller, on behalx xf themselves behalf of itself and its Affiliates and its and their heirs, legal representatives, predecessors and successors (including those by merger) and assigns, hereby release releases, acquits and forever discharge Lenderdischarges, Original Lenderto the fullest extent permitted by law, the Company and its Affiliates (including, for the avoidance of doubt, Buyer and Issuer) and each of their predecessors in interest and their successors and assignsrespective past, together with any present or future directors, officers, directorsemployees, incorporators, members, managers, partners, employeesstockholders, investorsAffiliates, certificate holders agents, attorneys or representatives or any successor or assign thereof (each, a “Releasee”) of, from and agents against any and all actions, causes of action, claims, demands, damages, judgments, debts, dues and suits of every kind, nature and description whatsoever (each, a “Claim”) which Seller or its Affiliates or any of their respective heirs, legal representatives, predecessors and successors (including those by merger) or assigns ever had or now has about which Seller knows or reasonably should have known on or prior to the Agreement Date (including, without limitation, servicers after taking into account matters disclosed and made reasonably apparent to the board of directors of Trilogy Investors, LLC) arising out of or relating to the loan) of each of the foregoing Company and its Subsidiaries (collectively the "LENDER PARTIES")including, from all debts, accountings, bonds, warranties, representations, covenants, promises, contracts, controversies, agreements, claims, damages, judgments, executions, actions, inactions, liabilities demands or causes of action of any nature, at law or in equity, known or unknown, which Borrower, Original Obligors and/or Substitute Obligors now have by reason of any cause, matter, or thing through and including the date hereofwithout limitation, arising out of or relating to: (a) the Loan, including, without limitation, its funding, administration and servicing; (b) the Loan Documents; (c) the Property; (d) any reserve and/or escrow balances held by Lender or any servicers of the Loan; (e) the Transfer and/or Substitution; and (f) any other disclosed agreement or transaction between Borrower, Original Obligors and/or Substitute Obligors and the Lender Parties relating to the Property Seller’s ownership thereof or the Loan. Borrower, Original Obligors and Substitute Obligors, on behalf of themselves and their heirs, successors and assigns, covenant and agree never to institute actions or cause to be instituted or continue prosecution inactions of any suit member therein or other form of action or proceeding of any kind or nature whatsoever against any of the Lender Parties by reason of or in connection with any of the foregoing mattersmanager thereof) (collectively, claims or causes of action.the

Release and Covenant Not to Sue. Borrower5.1. Talbot Holdings Release Effective as of xxx Closing, Original Obligors and Substitute ObligorsTalbot Holdings, on behalx xf themselves and their heirs, successors and assigns, hereby release and forever discharge Lender, Original Lender, each of their predecessors in interest and their successors and assigns, together with any officers, directors, partners, employees, investors, certificate holders and agents for itself as well as its subsidiaries (including, without limitation, servicers after the Closing Date, AUHL and its subsidiaries) and their respective successors, agents and assigns, does hereby forever, finally, fully, and unconditionally release and discharge AIHL and its parent Alleghany Corporation and their respective subsidiaries, affiliates, parents, successors, predecessors and assigns, and all of the loan) of each of the foregoing (collectively the "LENDER PARTIES")their respective past and present members, managers, employees, officers, directors, agents, representatives, attorneys, insurers, accountants and shareholders, in their individual, official and representative capacities, from and against any and all claims, debts, accountingsliabilities, bondsdemands, warrantiesobligations, representationspromises, agreements, contracts, covenants, promisesliens, contractslosses, controversies, agreements, claimscosts and expenses, damages, judgmentssuits, executions, actions, inactions, liabilities demands or actions and causes of action of any naturewhatsoever, at law or in equity, that any of them ever had, now have, or hereafter can, shall or may have, from the beginning of the world to the Closing Date, whether known or unknown, which Borrowersuspected or unsuspected, Original Obligors and/or Substitute Obligors now have matured or unmatured, liquidated or unliquidated, jointly or severally, directly or indirectly, accrued or unaccrued, contingent or fixed (collectively, "Claims") for, upon, or by reason of any cause, matter, cause or thing through and including the date hereof, arising out of or relating to: (a) the Loanwhatsoever, including, without limitation, its fundingany and all Claims arising out of, administration and servicing; (b) the Loan Documents; (c) the Property; (d) or relating to, any reserve and/or escrow balances held by Lender act or any servicers of the Loan; (e) the Transfer and/or Substitution; and (f) any other disclosed agreement or transaction between Borrower, Original Obligors and/or Substitute Obligors and the Lender Parties relating to the Property or the Loan. Borrower, Original Obligors and Substitute Obligors, on behalf of themselves and their heirs, successors and assigns, covenant and agree never to institute or cause to be instituted or continue prosecution of any suit or other form of action or proceeding of any kind or nature whatsoever against any of the Lender Parties by reason of or omission in connection with the management or conduct of the business or affairs of AUHL or any of its subsidiaries, and further covenants not to sue upon any such Claims. Notwithstanding the foregoing mattersforegoing, claims AIHL shall nxx be released from any Claims arising out of or causes relating to any breach by AIHL of actionits obligations under this Agreement or any documents delivered pursuant hereto.

Release and Covenant Not to Sue. BorrowerBorrower Parties, Original Obligors jointly and Substitute Obligorsseverally, on behalx xf behalf of themselves and all of their respective heirs, successors and assigns, hereby release remise, release, acquit, satisfy and forever discharge Lender or any of Lender, Original Lender, each of their 's predecessors in interest and their successors any subsidiary or affiliate of Lender or any of Lender's predecessors in interest, and assignsall of the past, together with any present and future officers, directors, partnerscontractors, employees, investorsagents, certificate holders and agents servicers (including, without limitationbut not limited to, servicers of the loan) of each of the foregoing (collectively the "LENDER PARTIES"Lennar Partners, Inc.), attorneys, representatives, participants, successors and assigns of Lender and Xxxxxx's predecessors in interest (collectively, "Lender Parties") from any and all manner of debts, accountings, bonds, warranties, representations, covenants, promises, contracts, controversies, agreements, claimsliabilities, obligations, expenses, damages, judgments, executions, actions, inactions, liabilities claims, demands or and causes of action of any naturenature whatsoever, at law or in equity, known or unknown, either now accrued or subsequently maturing, which Borrowerany of Borrower Parties now has or hereafter can, Original Obligors and/or Substitute Obligors now shall or may have by reason of any cause, matter, cause or thing through thing, from the beginning of the world to and including the date hereofof this Agreement, including, without limitation, matters arising out of or relating to: to (a) the Loan, including, without limitationbut not limited to, its administration or funding, administration and servicing; (b) the Loan Documents; , (c) the Property; Debt (as defined in the Mortgage) and as otherwise described in the Loan Documents, (d) any reserve and/or escrow balances held by Lender or any servicers of the Loan; Indebtedness described in Section 1.3 hereof, (e) the Transfer and/or Substitution; any other agreement or transaction between any of Borrower Parties and any of Lender Parties, and (f) any other disclosed agreement the Project or transaction between Borrowerits development, Original Obligors and/or Substitute Obligors financing and the Lender Parties relating to the Property or the Loanoperation. BorrowerBorrower Parties, Original Obligors jointly and Substitute Obligorsseverally, on behalf of for themselves and all of their respective heirs, successors and assigns, covenant and agree never to institute or cause to be instituted or continue prosecution of any suit or other form of action or proceeding of any kind or nature whatsoever against any of the Lender Parties by reason of or in connection with any of the foregoing matters, claims or causes of action.

Release and Covenant Not to Sue. Borrower, Original Obligors and Substitute Obligors, on behalx xf themselves and their heirs, successors and assigns, Borrower hereby release releases and forever discharge discharges Lender, Original Lenderany trustee of the Loan, any servicer of the Loan, each of their respective predecessors in interest and their successors and assigns, together with any the officers, directors, partners, employees, investors, certificate holders and agents (including, without limitation, servicers of the loan) of each of the foregoing (collectively the "LENDER PARTIES"“Lender Parties”), from all debts, accountings, bonds, warranties, representations, covenants, promises, contracts, controversies, agreements, claims, damages, judgments, executions, actions, inactions, liabilities demands or causes of action of any nature, at law or in equity, known or unknownreasonably ascertainable, which Borrower, Original Obligors and/or Substitute Obligors Borrower now have has by reason of any cause, matter, or thing through and including that occurred or existed prior to the date hereof, of this Agreement to the extent arising out of or relating to: (a) the Loan, including, without limitation, its funding, administration and servicing; (b) the Original Loan Documents; (c) the Property; (d) any reserve and/or escrow balances funds held by Lender or any servicers of the Loan; or (e) the Transfer and/or Substitution; sale, conveyance, assignment and (f) any other disclosed agreement or transaction between Borrower, Original Obligors and/or Substitute Obligors transfer of the Property. Borrower covenants and the Lender Parties relating to the Property or the Loan. Borrower, Original Obligors and Substitute Obligors, on behalf of themselves and their heirs, successors and assigns, covenant and agree agrees never to institute or cause to be instituted or continue prosecution of any suit or other form of action or proceeding of any kind or nature whatsoever against any of the Lender Parties by reason of or in connection with any of the foregoing matters, claims or causes of action.