Common use of Release of Pre-Distribution Claims Clause in Contracts

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b), (ii) as may be otherwise expressly provided in this Agreement, any Ancillary Agreement or the Merger Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIII, effective as of the Effective Time, each Party, for itself and each member of its respective Group (including, in the case of Fountain, Patriot and its Subsidiaries from and after the Closing), in each case, together with their respective administrators, successors and assigns, do hereby remise, release and forever discharge the other Party and the other members of such other Party’s’ Group and all Persons who at any time prior to the Effective Time were directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution), whether arising under any Contract, by operation of Law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed on or before the Effective Time, including in connection with the Fountain Plan of Separation and all other activities to implement the Fountain Distribution and any of the other transactions contemplated hereunder and under the Ancillary Agreements.

Release of Pre-Distribution Claims. (a) Except as provided in (i) as provided in Section 8.1(b), 5.1(c) and (ii) as may be otherwise expressly provided in this Agreement, any Ancillary Agreement or the Merger Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIITransaction Document, effective as of the Effective TimeTime of Distribution, each PartyOpCo does hereby, for itself and each other member of its respective Group (includingthe OpCo Group, in the case of Fountain, Patriot and its Subsidiaries from and after the Closing), in each case, together with their respective administratorsAffiliates, successors and assigns, do hereby remise, release and forever discharge the other Party and the other members of such other Party’s’ Group and all Persons who at any time prior to the Effective Time were of Distribution have been directors, officers, agents or employees of any member of such other Parties the OpCo Group (in each case, in their respective capacities as such), release and forever discharge Pinnacle and the other members of the Pinnacle Group, their respective Affiliates, successors and assigns, and all Persons who at any time prior to the Time of Distribution have been shareholders, directors, officers, agents or employees of any member of the Pinnacle Group (in each case, together with in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution), whether arising under any Contractcontract or agreement, by operation of Law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed on or before the Effective TimeTime of Distribution, including in connection with the Fountain Plan of Separation Transactions and all other activities to implement the Fountain Reorganization, the Distribution and any of the other transactions contemplated hereunder and under the Ancillary Agreementsother Transaction Documents.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b), (ii6.01(c) as may be otherwise expressly provided or elsewhere in this Agreement, any Ancillary Agreement or the Merger Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIAncillary Agreements, effective as of the Effective TimeDistribution, each PartyAOL does hereby, for itself and each other member of its respective Group (includingthe AOL Group, in the case of Fountain, Patriot and its Subsidiaries from and after the Closing), in each case, together with their respective administratorsAffiliates, successors and assigns, do hereby remise, release and forever discharge the other Party and the other members of such other Party’s’ Group and all Persons who at any time on or prior to the Effective Time were Distribution Date have been shareholders, directors, officers, agents or employees of any member of such other Parties the AOL Group (in each case, in their respective capacities as such), remise, release and forever discharge TWX and the other members of the TWX Group, their respective Affiliates, successors and assigns, and all Persons who at any time on or prior to the Distribution Date have been shareholders, directors, officers, agents or employees of any member of the TWX Group (in each case, together with in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all AOL Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any Contractcontract or agreement, by operation of Law law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed on or before the Effective TimeDistribution Date, including in connection with the Fountain Plan of Separation transactions and all other activities to implement the Fountain Distribution and any Separation or the Distribution. This Section 6.01(a) shall not affect TWX’s indemnification obligations under Article VI of its Bylaws, as in effect on the other transactions contemplated hereunder and under date on which the Ancillary Agreementsevent or circumstances giving rise to such indemnification obligation occur.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b), 5.1(b) and (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement, any Ancillary Agreement or each party does hereby, on behalf of itself and, to the Merger Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIII, effective as of the Effective Timefullest extent permitted by Applicable Law, each Party, for itself and each other member of its respective Group (includingGroup, in the case and each of Fountain, Patriot and its Subsidiaries from and after the Closing), in each case, together with their respective administrators, successors and permitted assigns, do hereby remise, release and forever discharge the other Party party and the other members of such other Party’s’ Group party’s Group, and their respective successors and permitted assigns, and all Persons who at any time prior to the Effective Distribution Time were have been directors, officers, agents employees, or employees of any member attorneys serving as independent contractors of such other Parties party or any other member of its Group (in each case, in their respective capacities as such), in each case, together with and their respective heirs, executors, administrators, successors successors, and assignspermitted assigns (collectively, the “Released Parties” and each, a “Released Party”), from any and all demands, Claims, Actions, and Liabilities whatsoever, whether at Law law or in equity (including any right of contributioncontribution or any right pursuant to any Environmental Law whether now or hereinafter in effect), whether arising under any Contract, by operation of law or otherwise (and including for the avoidance of doubt, those arising as a result of the negligence, strict liability, or any other liability under any theory of law or equity of, or any violation of Applicable Law or otherwiseby any Released Party), existing or arising from any acts acts, omissions, circumstances, occurrences, or events incidents occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed on or before the Effective Distribution Time, including in connection with the Fountain Plan of Separation and all other activities to implement the Fountain Distribution and any of the other transactions contemplated hereunder and under the Ancillary Agreements.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b5.1(c), (ii) as may be otherwise expressly provided in this Agreement, any Ancillary Agreement or the Merger Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIII, effective as of the Effective TimeDistribution Date, each PartyCorner Store does hereby, for itself and each other member of its respective Group (includingthe Corner Store Group, in the case of Fountain, Patriot and its Subsidiaries from and after the Closing), in each case, together with their respective administratorsAffiliates (other than any member of the Valero Group), successors and assigns, do hereby remise, release and forever discharge the other Party and the other members of such other Party’s’ Group and all Persons who at any time prior to the Effective Time were Distribution Date have been directors, officers, agents or employees of any member of such other Parties the Corner Store Group (in each case, in their respective capacities as such), remise, release and forever discharge Valero and the members of the Valero Group, their respective Affiliates (other than any member of the Corner Store Group), successors and assigns, and all Persons who at any time prior to the Distribution Date have been stockholders, directors, officers, agents or employees of any member of the Valero Group (in each case, together with in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution), whether arising under any Contractcontract or agreement, by operation of Law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed on or before the Effective TimeDistribution Date, including in connection with the Fountain Plan of transactions related to or undertaken in connection with the Separation and the Distribution and all other activities to implement the Fountain Separation and the Distribution and any of the other transactions or contemplated hereunder and under the Ancillary Agreementshereunder.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b), (ii6.01(c) as may be otherwise expressly provided or elsewhere in this Agreement, any Ancillary Agreement or the Merger Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIAncillary Agreements, effective as of the Effective TimeDistribution, each PartyAOL does hereby, for itself and each other member of its respective Group (includingthe AOL Group, in the case of Fountain, Patriot and its Subsidiaries from and after the Closing), in each case, together with their respective administratorsAffiliates, successors and assigns, do hereby remise, release and forever discharge the other Party and the other members of such other Party’s’ Group and all Persons who at any time on or prior to the Effective Time were Distribution Date have been shareholders, directors, officers, agents or employees of any member of such other Parties the AOL Group (in each case, in their respective capacities as such), remise, release and forever discharge TWX and the other members of the TWX Group, their respective Affiliates, successors and assigns, and all Persons who at any time on or prior to the Distribution Date have been shareholders, directors, officers, agents or employees of any member of the TWX Group (in each case, together with in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all AOL Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any Contractcontract or agreement, by operation of Law law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed on or before the Effective TimeDistribution Date, including in connection with the Fountain Plan of Separation transactions and all other activities to implement the Fountain Distribution and any Separation or the Distribution. This Section 6.01(a) shall not affect TWX’s indemnification obligations under Article VI of its Bylaws, as in effect on the other transactions contemplated hereunder and under date on which the Ancillary Agreements.event or circumstances giving rise to such indemnification obligation occur. Table of Contents