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

Release and Covenant Not to ▇▇▇. Effective as of the Closing, to the fullest extent permitted by applicable Law, the Purchaser, on behalf of itself and its Affiliates, respectively (the “Releasing Persons”), will release and discharge the Seller from and against any and all Actions, obligations, agreements, debts and Liabilities whatsoever, whether known or unknown, both at law and in equity, which such Releasing Person now has, has ever had or may hereafter have against the Seller arising on or prior to the Closing Date or on account of or arising out of any matter occurring on or prior to the Closing Date, including any rights to indemnification or reimbursement from Seller, whether pursuant to its Organizational Documents, Contract or otherwise, and whether or not relating to claims pending on, or asserted after, the Closing Date. From and after the Closing, each Releasing Person hereby irrevocably covenants to refrain from, directly or indirectly, asserting any Action, or commencing or causing to be commenced, any Action of any kind against the Seller or its Affiliates, based upon any matter purported to be released hereby. Notwithstanding anything herein to the contrary, the releases and restrictions set forth herein shall not apply to any claims a Releasing Person may have against any party pursuant to the terms and conditions of this Agreement or any Ancillary Document.

Release and Covenant Not to ▇▇▇. Effective as of the Closing, to the fullest extent permitted by applicable Law, the Purchasereach Seller, on behalf of itself and its Affiliates, respectively Affiliates and any Person that owns any share or other equity interest in or of such Seller (the “Releasing Persons”), will release hereby releases and discharge discharges the Seller Company from and against any and all Actions, obligations, agreements, debts and Liabilities whatsoever, whether known or unknown, both at law and in equity, which such Releasing Person now has, has ever had or may hereafter have against the Seller Company arising on or prior to the Closing Date or on account of or arising out of any matter occurring on or prior to the Closing Date, including any rights to indemnification or reimbursement from Sellerthe Company, whether pursuant to its Organizational Documents, Contract or otherwise, and whether or not relating to claims pending on, or asserted after, the Closing Date. From and after the Closing, each Releasing Person hereby irrevocably covenants to refrain from, directly or indirectly, asserting any Action, or commencing or causing to be commenced, any Action of any kind against the Seller Company or its Affiliates, based upon any matter purported to be released hereby. Notwithstanding anything herein to the contrary, the releases and restrictions set forth herein shall not apply to any claims a Releasing Person may have against any party pursuant to the terms and conditions of this Agreement or any Ancillary DocumentAgreement.

Release and Covenant Not to ▇▇▇. Effective as of the Closing, to the fullest extent permitted by applicable Law, the PurchaserAssignee, on behalf of itself and its Affiliates, respectively (the “Releasing Persons”), will release and discharge the Seller Assignor from and against any and all Actions, obligations, agreements, debts and Liabilities whatsoever, whether known or unknown, both at law and in equity, which such Releasing Person now has, has ever had or may hereafter have against the Seller Assignor arising on or prior to the Closing Date or on account of or arising out of any matter occurring on or prior to the Closing Date, including any rights to indemnification or reimbursement from SellerAssignor, whether pursuant to its Organizational Documents, Contract or otherwise, and whether or not relating to claims pending on, or asserted after, the Closing Date. From and after the Closing, each Releasing Person hereby irrevocably covenants to refrain from, directly or indirectly, asserting any Action, or commencing or causing to be commenced, any Action of any kind against the Seller Assignor or its Affiliates, based upon any matter purported to be released hereby. Notwithstanding anything herein to the contrary, the releases and restrictions set forth herein shall not apply to any claims a Releasing Person may have against any party pursuant to the terms and conditions of this Agreement or any Ancillary Document.

Release and Covenant Not to ▇▇▇. Effective as of the Closing, to the fullest extent permitted by applicable Law, the PurchaserSeller, on behalf of itself and its Affiliates, respectively Affiliates (the “Releasing Persons”), will release hereby releases and discharge discharges the Seller Company from and against any and all Actions, obligations, agreements, debts and Liabilities whatsoever, whether known or unknown, both at law and in equity, which such Releasing Person now has, has ever had or may hereafter have against the Seller Company arising on or prior to the Closing Date or on account of or arising out of any matter occurring on or prior to the Closing Date, including any rights to indemnification or reimbursement from Sellerthe Company, whether pursuant to its Organizational Documents, Contract or otherwise, and whether or not relating to claims pending on, or asserted after, the Closing Date. From and after the Closing, each Releasing Person hereby irrevocably covenants to refrain from, directly or indirectly, asserting any Action, or commencing or causing to be commenced, any Action of any kind against the Seller Company or its their respective Affiliates, based upon any matter purported to be released hereby. Notwithstanding anything herein to the contrary, the releases and restrictions set forth herein shall not apply to any claims a Releasing Person may have against any party pursuant to the terms and conditions of this Agreement or any Ancillary Document.

Release and Covenant Not to ▇▇▇. Effective Subject to and effective as of the Closing, and with the exception of claims related to the fullest extent permitted by applicable LawContingent Purchase Price and other claims arising under this Agreement and the Transaction Documents, the Purchaser, on behalf of itself Seller hereby releases and its Affiliates, respectively (the “Releasing Persons”), will release and discharge the Seller discharges Company from and against any and all Actionsclaims, demands, obligations, agreements, debts and Liabilities liabilities whatsoever, whether known or unknown, both at law and in equity, which such Releasing Person Seller now has, has ever had or may hereafter have against the Seller Company arising on or prior to the Closing Date or on account of or arising out of any matter occurring on or prior to the Closing Date, including including, but not limited to, any rights to indemnification or reimbursement from SellerCompany, whether pursuant to its Organizational DocumentsArticles of Incorporation or Bylaws, Contract or otherwise, and whether or not relating to claims pending on, or asserted after, the Closing Date. From and after the Closing, each Releasing Person with the exception of claims related to the Contingent Purchase Price and other claims arising under this Agreement and the Transaction Documents, Seller hereby irrevocably covenants to refrain from, directly or indirectly, asserting any Actionclaim or demand, or commencing or causing to be commenced, any Action proceeding of any kind against the Seller or its AffiliatesCompany, based upon any matter purported to be released hereby. Notwithstanding anything herein to the contrary, the releases and restrictions set forth herein shall not apply to any claims a Releasing Person may have against any party pursuant to the terms and conditions of this Agreement or any Ancillary Document.

Release and Covenant Not to ▇▇▇. Effective Without prejudice to Section 8.17(a), effective as of the Closing, to the fullest extent permitted by applicable Law, the Purchasereach Company Shareholder, on behalf of itself and its Affiliates, respectively Affiliates (the “Releasing Persons”), will release hereby releases and discharge discharges the Seller Target Companies from and against any and all Actions, obligations, agreements, debts and Liabilities whatsoever, whether known or unknown, both at law and in equity, which such Releasing Person now has, has ever had or may hereafter have against the Seller Target Companies arising on or prior to the Closing Date or on account of or arising out of any matter occurring on or prior to the Closing DateClosing, including any rights to indemnification or reimbursement from Sellera Target Company, whether pursuant to its Organizational Documents, Contract or otherwise, and whether or not relating to claims pending on, or asserted after, the Closing DateClosing. From and after the Closing, each Releasing Person hereby irrevocably covenants to refrain from, directly or indirectly, asserting any Action, or commencing or causing to be commenced, any Action of any kind against the Seller Target Companies or its their respective Affiliates, based upon any matter purported to be released hereby. Notwithstanding anything herein to the contrary, the releases and restrictions set forth herein shall not apply to any claims a Releasing Person may have against any party pursuant to the terms and conditions of this Agreement or any Ancillary Document.