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

Release of Pre-Distribution Claims. (a) Except as provided in Section 6.01(c) or elsewhere in this Agreement or the Ancillary Agreements effective as of the Distribution, SpinCo does hereby, for itself and each other member of the SpinCo Group, their respective Affiliates, and to the extent it may legally do so, its successors and assigns, and all Persons who at any time on or prior to the Distribution have been stockholders, directors, officers, members, agents or employees of any member of the SpinCo Group (in each case, in their respective capacities as such), remise, release and forever discharge Nuance and the other members of the Nuance Group, their respective Affiliates, successors and assigns, and all Persons who at any time on or prior to the Distribution have been stockholders, directors, officers, members, agents or employees of any member of the Nuance Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all SpinCo 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 Distribution, including in connection with the Spin-Off and all other activities to implement the Spin-Off. This Section 6.01(a) shall not affect Nuance’s indemnification obligations with respect to Liabilities arising on or before the Distribution Date under Article XI of its Amended and Restated Certificate of Incorporation and Section 6 of Article VII of its Amended and Restated Bylaws, as in effect on the date on which the event or circumstances giving rise to such indemnification obligation occur.

Release of Pre-Distribution Claims. (a) Except as provided in Section 6.01(c7.01(c) or elsewhere in this Agreement or Agreement, the Ancillary Agreements or the Ongoing Relationship Agreements, effective as of the Distribution, SpinCo does hereby, for itself and each other member of the SpinCo Group, their respective Affiliates, and to the extent it may legally do so, its successors and assigns, assigns and all Persons who at any time on or prior to the Distribution have been stockholdersshareholders, directors, officers, members, agents or employees of any member of the SpinCo Group (in each case, in their respective capacities as such), remise, release and forever discharge Nuance Honeywell and the other members of the Nuance Honeywell Group, their respective Affiliates, successors and assigns, and all Persons who at any time on or prior to the Distribution have been stockholdersshareholders, directors, officers, members, agents or employees of any member of the Nuance Honeywell Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all SpinCo 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, occurring or failing to occur, occur or alleged to have occurred, occurred or to have failed to occur, occur or any conditions existing or alleged to have existed on or before the Distribution, including in connection with the Spin-Off and all other activities to implement the Spin-Off. This Section 6.01(a7.01(a) shall not affect NuanceHoneywell’s indemnification obligations with respect to Liabilities arising on or before the Distribution Date under Article XI IX of its Amended and Restated Certificate of Incorporation and Section 6 of Article VII of its Amended and Restated BylawsIncorporation, as in effect on the date on which the event or circumstances giving rise to such indemnification obligation occur.

Release of Pre-Distribution Claims. (a) Except as provided in Section 6.01(c) or elsewhere in this Agreement or the Ancillary Agreements Agreements, effective as of the Distribution, SpinCo AdvanSix does hereby, for itself and each other member of the SpinCo AdvanSix Group, their respective Affiliates, and to the extent it may legally do so, its successors and assigns, assigns and all Persons who at any time on or prior to the Distribution have been stockholdersshareholders, directors, officers, members, agents or employees of any member of the SpinCo AdvanSix Group (in each case, in their respective capacities as such), remise, release and forever discharge Nuance Honeywell and the other members of the Nuance Honeywell Group, their respective Affiliates, successors and assigns, and all Persons who at any time on or prior to the Distribution have been stockholdersshareholders, directors, officers, members, agents or employees of any member of the Nuance Honeywell Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all SpinCo AdvanSix 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, occurring or failing to occur, occur or alleged to have occurred, occurred or to have failed to occur, occur or any conditions existing or alleged to have existed on or before the Distribution, including in connection with the Spin-Off and all other activities to implement the Spin-Off. This Section 6.01(a) shall not affect NuanceHoneywell’s indemnification obligations with respect to Liabilities arising on or before the Distribution Date under Article XI Eleventh(2) of its Amended and Restated Certificate of Incorporation and Section 6 of Article VII of its Amended and Restated BylawsIncorporation, as in effect on the date on which the event or circumstances giving rise to such indemnification obligation occur.