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

Release and Covenant Not to Sue. Original Obligors and Assuming Obligors, on behalf of themselves and their heirs, successors and assigns, hereby release and forever discharge Lender, any trustee of the Loan, any servicer of the Loan, each of their respective predecessors in interest and successors and assigns, together with the officers, directors, partners, employees, investors, certificate holders and agents 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 Original Obligors 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 sale, conveyance, assignment and transfer of the Property. Original Obligors and 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. Original Obligors (a) Subject to Section 6.3, Section 6.9(b) and Assuming 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 behalf of themselves 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, any trustee to the fullest extent permitted by law, the Company and its Affiliates (including, for the avoidance of the Loandoubt, any servicer of the Loan, Buyer and Issuer) and each of their respective predecessors in interest and successors and assignspast, together with the present or future directors, officers, directorsemployees, incorporators, members, managers, partners, employeesstockholders, investorsAffiliates, certificate holders and agents of each of the foregoing agents, attorneys or representatives or any successor or assign thereof (collectivelyeach, the "LENDER PARTIES")a “Releasee”) of, from and against any and all debtsactions, accountings, bonds, warranties, representations, covenants, promises, contracts, controversies, agreementscauses of action, claims, demands, damages, judgments, executionsdebts, actionsdues and suits of every kind, inactionsnature and description whatsoever (each, liabilities demands a “Claim”) which Seller or causes its Affiliates or any of action of any naturetheir respective heirs, at law legal representatives, predecessors and successors (including those by merger) or in equity, assigns ever had or now has about which Seller knows or reasonably should have known on or unknown, which Original Obligors and Assuming Obligors now have by reason of any cause, matter, or thing through and including prior to the date hereof, Agreement Date (including, without limitation, 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: to the Company and its Subsidiaries (a) the Loan, including, without limitation, its funding, administration and servicing; (b) arising out of or relating to Seller’s ownership thereof or the Loan Documents; (c) the Property; (d) any reserve and/or escrow balances held by Lender actions or any servicers of the Loan; or (e) the sale, conveyance, assignment and transfer of the Property. Original Obligors and 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 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, or related claims or causes of action.the

Release and Covenant Not to Sue. Borrower, Original Obligors and Assuming Substitute Obligors, on behalf of behalx xf themselves and their heirs, successors and assigns, hereby release and forever discharge Lender, any trustee of the Loan, any servicer of the LoanOriginal Lender, each of their respective predecessors in interest and their successors and assigns, together with the any 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 Assuming and/or Substitute 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 saleTransfer and/or Substitution; and (f) any other disclosed agreement or transaction between Borrower, conveyanceOriginal Obligors and/or Substitute Obligors and the Lender Parties relating to the Property or the Loan. Borrower, assignment and transfer of the Property. Original Obligors and Assuming 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, or related claims or causes of action.

Release and Covenant Not to Sue. Original Obligors 5.1. Talbot Holdings Release Effective as of xxx Closing, Talbot Holdings, for itself as well as its subsidiaries (including, without limitation, after the Closing Date, AUHL and Assuming Obligors, on behalf of themselves its subsidiaries) and their heirsrespective successors, successors agents and assigns, does hereby forever, finally, fully, and unconditionally release and forever discharge LenderAIHL and its parent Alleghany Corporation and their respective subsidiaries, any trustee of the Loanaffiliates, any servicer of the Loanparents, each successors, predecessors and assigns, and all of their respective predecessors in interest past and successors and assignspresent members, together with the managers, employees, officers, directors, partnersagents, employeesrepresentatives, investorsattorneys, certificate holders insurers, accountants and agents of each of the foregoing (collectivelyshareholders, the "LENDER PARTIES")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 Original Obligors and Assuming Obligors now have suspected or unsuspected, 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 hereofwhatsoever, including, without limitation, matters any and all Claims arising out of, or relating to, any act 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, AIHL shall nxx be released from any Claims arising out of or relating to: (a) the Loan, including, without limitation, to any breach by AIHL of its funding, administration and servicing; (b) the Loan Documents; (c) the Property; (d) any reserve and/or escrow balances held by Lender obligations under this Agreement or any servicers of the Loan; or (e) the sale, conveyance, assignment and transfer of the Property. Original Obligors and 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 actiondocuments delivered pursuant hereto.

Release and Covenant Not to Sue. Original Obligors Borrower Parties, jointly and Assuming Obligorsseverally, on 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, any trustee of the Loan, any servicer of the Loan, each of their respective 's predecessors in interest and successors any subsidiary or affiliate of Lender or any of Lender's predecessors in interest, and assignsall of the past, together with the present and future officers, directors, partnerscontractors, employees, investorsagents, certificate holders servicers (including, but not limited to, Lennar Partners, Inc.), attorneys, representatives, participants, successors and agents assigns of each of the foregoing Lender and Xxxxxx's predecessors in interest (collectively, the "LENDER PARTIESLender 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 Original Obligors and Assuming Obligors any of Borrower Parties now has or hereafter can, 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; or Indebtedness described in Section 1.3 hereof, (e) any other agreement or transaction between any of Borrower Parties and any of Lender Parties, and (f) the saleProject or its development, conveyancefinancing and operation. Borrower Parties, assignment jointly and transfer of the Property. Original Obligors and Assuming 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, or related claims or causes of action.

Release and Covenant Not to Sue. Original Obligors and Assuming Obligors, on behalf of themselves and their heirs, successors and assigns, Borrower hereby release releases and forever discharge discharges Lender, any trustee of the Loan, any servicer of the Loan, each of their respective predecessors in interest and successors and assigns, together with the officers, directors, partners, employees, investors, certificate holders and agents of each of the foregoing (collectively, 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 Original Obligors and Assuming 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, including, without limitation, matters 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 sale, conveyance, assignment and transfer of the Property. Original Obligors Borrower covenants and Assuming 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, or related claims or causes of action.

Release and Covenant Not to Sue. Borrower, Original Obligors and Assuming Substitute Obligors, on behalf behaxx of themselves and their heirs, successors and assigns, hereby release and forever discharge Lender, any trustee of the Loan, any servicer of the LoanOriginal Lender, each of their respective predecessors in interest and their successors and assigns, together with the any 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 Assuming and/or Substitute 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 saleTransfer and/or Substitution; and (f) any other disclosed agreement or transaction between Borrower, conveyanceOriginal Obligors and/or Substitute Obligors and the Lender Parties relating to the Property or the Loan. Borrower, assignment and transfer of the Property. Original Obligors and Assuming 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, or related claims or causes of action.