Common use of Release & Hold Harmless Clause in Contracts

Release & Hold Harmless. Effective as of Closing, and as an inducement to RSH to enter into this transaction, and in consideration of the transaction contemplated herein, and other consideration of legal sufficiency, the receipt of which is hereby acknowledged, the undersigned Conveying Parties, for themselves, their heirs and assigns, do release and forever discharge RSH and HERTH, their respective officers, directors, agents, and shareholders, from all liabilities, claims, demands, shareholder or derivative actions, and charges of every nature, including attorneys fees, whatsoever in law or in equity, which the Conveying Parties, their heirs or assigns, can, shall, or may have by any reason or transaction or act or omission, whether authorized or unauthorized, prior to the date hereof, provided, nothing herein shall be deemed a release of HERTH or RSH from any rights of contribution, subrogation, or indemnity due to the Conveying Parties as a result of being a guarantor of any of the obligations or liabilities of the Corporations. The Corporations expressly agree to assume, indemnify and hold harmless the Conveying Parties from any liability or obligation of the Corporations of which either of the Conveying Parties is an endorser, co-obligor, or guarantor.

Release & Hold Harmless. Effective as of Closing, and as an inducement to RSH to enter into this transaction, and in consideration of the transaction contemplated herein, and other consideration of legal sufficiency, the receipt of which is hereby acknowledged, the undersigned Conveying PartiesShareholder, for themselveshimself, their his heirs and assigns, do does release and forever discharge RSH and HERTH, their respective officers, directors, agents, and shareholders, from all liabilities, claims, demands, shareholder or derivative actions, and charges of every nature, including attorneys fees, whatsoever in law or in equity, which the Conveying PartiesShareholder, their his heirs or assigns, can, shall, or may have by any reason or transaction or act or omission, whether authorized or unauthorized, prior to the date hereof, provided, nothing herein shall be deemed a release of HERTH or RSH from any rights of contribution, subrogation, or indemnity due to the Conveying Parties Shareholder as a result of being a guarantor of any of the obligations or liabilities of the Corporations. The Corporations expressly agree to assume, indemnify and hold harmless the Conveying Parties Shareholder from any liability or obligation of the Corporations of which either of the Conveying Parties Shareholder is an endorser, co-obligor, or guarantor, and from any liability or obligation of any nature, known or unknown, growing out of his having been a shareholder, partner, director, officer, or employee of RSH Management, Inc., WS Partners, WSMP, Inc. or any affiliate thereof.