Common use of Releases Clause in Contracts

Releases. Each member of the Clover Group, on behalf of itself and its agents, officers, directors, partners, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Clover Releasors have, had or may have against the Clover Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreement.

Releases. Each member of the Clover Group(a) The Company, on behalf of itself and each of the Note Parties (and on behalf of each Affiliate thereof) and for itself and for its successors in title and assignees and, to the extent the same is claimed by right of, through or under any of the Note Parties, for its past, present and future employees, agents, representatives (other than legal representatives), officers, directors, partnersshareholders, membersand trustees (each, managersa “Releasing Party” and collectively, trusteesthe “Releasing Parties”), beneficiariesdoes hereby remise, successorsrelease and discharge, predecessorsand shall be deemed to have forever remised, subsidiariesreleased and discharged, principals the Agent, and controlled affiliateseach of the Holders in their respective capacities as such under the Note Documents, and the Agent’s and each Holder’s respective heirs successors-in-title, legal representatives and estates of all of the foregoingassignees, as applicable (the “Clover Releasors”)past, hereby do release present and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, future officers, directors, partnersaffiliates, shareholders, trustees, beneficiariesagents, employees, agentsconsultants, representativesexperts, advisors, attorneys and other professionals and all other persons and entities to whom the Agent and each of the Holders or any other advisors or of their respective successors-in-title, legal representatives and assignees, past, present and future officers, directors, affiliates, shareholders, trustees, agents, employees, consultants, experts, advisors, attorneys and the respective heirs and estates other professionals would be liable if such persons or entities were found to be liable to any Releasing Party or any of all of the foregoingthem (collectively, as applicable (hereinafter the “Clover Releasees”), and each of them, from and in respect of any and all claims manner of action and actions, cause and causes of action, claims, charges, demands, counterclaims, crossclaims, suits, debts, dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, rights of setoff and recoupment, controversies, damages, judgments, expenses, executions, liens, claims of liens, claims of costs, penalties, attorneys’ fees, or any other compensation, recovery or relief on account of any liability, obligation, demand or cause of action of whatever nature, whether based on any federal in law, equity or state law otherwise, whether known or right of actionunknown, fixed or contingent, joint and/or several, secured or unsecured, due or not due, primary or secondary, liquidated or unliquidated, contractual or tortious, direct, indirect indirect, or representative in naturederivative, asserted or unasserted, foreseen or unforeseen, matured suspected or unmaturedunsuspected, known now existing, heretofore existing or unknown, which all or may heretofore accrue against any of the Clover Releasors haveReleasees, had and which are, in each case, based on any act, fact, event or may omission or other matter, cause or thing occurring at any time prior to or on the date hereof in any way, directly or indirectly arising out of, connected with or relating to the Notes or any other Note Document and the transactions contemplated thereby, and all other agreements, certificates, instruments and other documents and statements (whether written or oral) related to any of the foregoing (each, a “Claim” and collectively, the “Claims”); provided, that, no Releasing Party shall have against any obligation with respect to Claims to the Clover Releaseesextent such Claims are determined by a court of competent jurisdiction by final and non-appealable judgment to have resulted from the gross negligence or willful misconduct of any Releasee. Each Releasing Party further stipulates and agrees with respect to all Claims, that it hereby waives, to the fullest extent permitted by applicable law, any and all provisions, rights, and benefits conferred by any applicable U.S. federal or state law, or any principle of themcommon law, that would otherwise limit a release or discharge of any kind, nature or type whatsoever, with respect unknown Claims pursuant to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this AgreementSection 6.

Releases. Each member Effective as of the Clover GroupClosing, (a) Alpha, on its own behalf and on behalf of itself its Affiliates and its agentstheir respective heirs, officersestate, directorsexecutors, partnersadministrators, memberssuccessors and assigns (collectively, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Alpha Releasors”), hereby do release unconditionally and forever dischargeirrevocably releases and waives any debts, Actions, Damages, judgments, claims and covenant not to xxx demands whatsoever that any Alpha Releasor has or take may in the future have, in its capacity as an equity holder, member, manager, director, officer, employee or similar capacity, against any steps to further of the Rice Parties, their respective assignees and Affiliates, the Company Entities or any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessorsof the directors, officers, directorsmanagers, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and or equity holders of any other advisors or consultants, and the respective heirs and estates of all of the foregoingforegoing (collectively, as applicable (the “Clover Alpha Releasees”), and in each of themcase arising out of, resulting from and in respect or relating to the Subject Interests or Alpha’s direct or indirect ownership of any interests in any Company Entity or the Governing Documents of any Company Entity prior to the Closing, in each case, other than with respect to any claims under this Agreement and all the other Transaction Documents; and (b) Parent, on its own behalf and on behalf of its Affiliates and their respective heirs, estate, executors, administrators, successors and assigns (collectively, the “Parent Releasors”), hereby unconditionally and irrevocably releases and waives any debts, Actions, Damages, judgments, claims and causes of actiondemands whatsoever that any Parent Releasor has or may in the future have, whether based on any federal in its capacity as an equity holder, member, manager, director, officer, employee or state law or right of actionsimilar capacity, directagainst Alpha, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all its respective assignees and Affiliates or any of the Clover Releasors have, had or may have against the Clover Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessorsdirectors, officers, directorsmanagers, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and or equity holders of any other advisors or consultants, and the respective heirs and estates of all of the foregoingforegoing (collectively, as applicable (the “Berkshire/Hampden Parent Releasees”), and in each of themcase arising out of, resulting from and in respect or relating to the Subject Interests or Alpha’s direct or indirect ownership of any and all claims and causes of action, whether based on interests in any federal Company Entity or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, Governing Documents of any kindCompany Entity prior to the Closing, nature or type whatsoeverin each case, other than with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties claims under this Agreement and the other Transaction Documents. Alpha represents and warrants, on behalf of the Alpha Releasors, that no Alpha Releasor has assigned any of its claims released by this Section 5.5 to any other Person on or prior to the date hereof, and will not assign any claims such claim. Alpha, on behalf of the Berkshire/Hampden Alpha Releasors, irrevocably covenants to refrain from (and to cause the Alpha Releasors may have for the breach to refrain from), directly or directly, asserting any claim or demand or commencing, instituting or causing to be commenced, any Action of any provisions kind against the Alpha Releasees based upon any matter released pursuant to this Section 5.5. Parent represents and warrants, on behalf of the Parent Releasors, that no Parent Releasor has assigned any of its claims released by this AgreementSection 5.5 to any other Person on or prior to the date hereof, and will not assign any such claim. Parent, on behalf of the Parent Releasors, irrevocably covenants to refrain from (and to cause the Parent Releasors to refrain from), directly or directly, asserting any claim or demand or commencing, instituting or causing to be commenced, any Action of any kind against the Parent Releasees based upon any matter released pursuant to this Section 5.5.

Releases. Each member a. In consideration of Heat’s undertakings contained in this Agreement to which Executive is not otherwise entitled, Executive on behalf of Executive and, to the Clover Groupextent permitted by law, on behalf of itself Executive’s spouse, heirs, executors, administrators, assigns, insurers, attorneys and its agentsother persons or entities, officersacting or purporting to act on Executive’s behalf (collectively, directors, partners, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover ReleasorsExecutive Parties”)) generally and completely releases, hereby do release acquits and forever dischargedischarges Heat, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, its affiliates, subsidiaries, predecessorsdivisions, agents and related parties and its and their respective principals, owners (direct or indirect), members, directors, officers, directorsagents, partners, trustees, beneficiariesservants, employees, agentsparties, representatives, attorneys and any other advisors or consultantsprofessionals, successors and assigns (collectively, the “Heat Related Parties”) of and from, and the respective heirs and estates of all promises not to xxx Heat and/or any of the foregoing, as applicable (the “Clover Releasees”), and each of them, from and other Heat Related Parties for or in respect of of, any and all claims and claims, demands, contentions, suits, costs, charges, complaints, liabilities, obligations, promises, agreements, damages, actions, causes of action, whether based on any federal or state law or right damages, and expenses (including attorney’s fees and costs), indemnities, debts, judgments, levies, executions and obligations of action, direct, indirect or representative in every kind and nature, foreseen in law, equity, or unforeseenotherwise, matured or unmaturedof any nature whatsoever, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts or conduct at any time prior to and including the execution date of this Agreement, which all Executive now has or claims to have against Heat and/or any of the Clover Releasors haveother Heat Related Parties jointly, had severally or may have against singly from the Clover Releaseesbeginning of time to the date of this Agreement, including, without limitation, claims relating to Executive’s employment with Heat or the termination of Executive’s employment, claims based in contract, tort, constitutional, statutory or common law, and claims under any federal, state, or local statute, order, law or regulation, governing terms or conditions of employment, including but not limited to wages, salary, bonuses, commissions, stock, stock options or any other ownership interest in Heat, vacation pay, benefits expense reimbursements, severance pay, or any other form of them, compensation; or discrimination in employment on the basis of any kindprotected characteristic (individually a “Claim and collectively “Claims”). This release applies to, nature and the Claims you are releasing include, but are not limited to, any and all rights and Claims arising under the National Labor Relations Act, Age Discrimination in Employment Act of 1967, as amended (29 U.S.C. §§621, et seq.), Title VII of the Civil Rights Act of 1964, as amended, The Civil Rights Act of 1991; 42 U.S.C. § 1981, as amended; the Equal Pay Act; the Americans with Disabilities Act, Genetic Information Nondiscrimination Act of 2008, Uniformed Services Employment and Reemployment Rights Act , the Family and Medical Leave Act; the Employee Retirement Income Security Act (excluding any claims for accrued, vested benefits), the Employee Polygraph Protection Act; the Worker Adjustment and Retraining Notification Act; the Older Workers Benefit Protection Act; the anti-retaliation provisions of the Xxxxxxxx-Xxxxx Act, or type whatsoeverany other federal or state law regarding whistleblower retaliation; the Xxxxx Xxxxxxxxx Fair Pay Act; the Uniformed Services Employment and Reemployment Rights Act; the Fair Credit Reporting Act; the North Carolina Equal Employment Practices Act and the North Carolina Wage and Hour Act. In addition, the Claims you are releasing include, but are not limited to, any and all Claims that any of the Heat Related Parties has violated (i) its personnel policies, handbooks, contracts of employment, or covenants of good faith and fair dealing or (ii) any statute, public policy or common law (including but not limited to Claims for retaliatory discharge; negligent hiring, retention or supervision; defamation; intentional or negligent infliction of emotional distress and/or mental anguish; intentional interference with respect contract; negligence; detrimental reliance; loss of consortium to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger you or Merger Agreement, except that the foregoing any member of your family and/or promissory estoppel). This release does not release Heat or Heat Related Parties from obligations under the Severance Agreement. Notwithstanding the foregoing, other than events expressly contemplated by this Agreement Executive does not waive or release rights or Claims that may arise from events that occur after the date this waiver is executed. Also excluded from this Agreement are any Claims which cannot be waived by law, including, without limitation, any rights Executive may have under applicable workers’ compensation laws and duties Executive’s right, if applicable, to file or participate in an investigative proceeding of any federal, state or local governmental agency. If any Claim is not subject to release, to the extent permitted by law, Executive waives any right or ability to be a class or collective action representative or to otherwise participate in any putative or certified class, collective or multi-party action or proceeding based on such a Claim in which any of the Company Parties is a party. This Agreement does not abrogate Executive’s existing rights under this Agreement any Heat benefit plan or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do plan or agreement related to equity ownership in Heat; however, it does waive, release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all discharge Claims existing as of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under date Executive executes this Agreement pursuant to any such plan or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreementagreement.

Releases. Each member (a) In consideration of the Clover Groupcovenants, on behalf terms and provisions of itself this Agreement, and its for other good and valuable consideration, receipt of which is hereby acknowledged, and intending to be legally bound, effective as of the Effective Date of the Registration Statement referred to in Section 2, Consultant, for himself, his predecessors and successors in interest, partners (past and present), attorneys, parent corporations, subsidiaries, affiliates, assigns, agents, servants, associates, principals, officers, stockholders, directors, partnersemployees, members, managers, trusteesinsurers and representatives, beneficiariesif any, successors(collectively, predecessorsthe "Consultant Entities"), hereby absolutely and fully and forever release and discharge GTLL, TNCX, IFT, Ocean Castle and Gross, their predecessors and successors in interest, partners (past and present), attorneys, parent corporations, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all of the foregoingassigns, as applicable (the “Clover Releasors”)agents, hereby do release and forever dischargeservants, and covenant not to xxx or take any steps to further any claimassociates, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessorsprincipals, officers, stockholders, directors, partners, trustees, beneficiaries, employees, agentsmembers, managers, insurers and representatives, attorneys and any other advisors or consultantsif any, and (collectively, the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”"GTLL Entities"), and each of them, from and in respect of any and all claims actions, debts, liabilities, demands, damages, obligations, promises, acts, agreements, costs and expenses (including without limitation, attorney's fees), rights, claims, counterclaims, and causes of action, whether based on any federal of whatever kind or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, whether known or unknown, which all suspected or any unsuspected, vested or contingent, choate or inchoate, thax xxx of the Clover Releasors have, had Consultant Entities have or may could have asserted against the Clover Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and GTLL Entities in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger AgreementConsulting Agreement and, except as set forth herein, the Consultant Entities, agree never to institute any suit or action against the GTLL Entities with respect to the Consulting Agreement; provided, however, that the foregoing release does not release any rights and duties obligations of the GTLL Entities under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant are not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreementreleased.

Releases. Each member of the Clover Group(a) The Company, on behalf of itself and each of the Note Parties (and on behalf of each Affiliate thereof) and for itself and for its successors in title and assignees and, to the extent the same is claimed by right of, through or under any of the Note Parties, for its past, present and future employees, agents, representatives (other than legal representatives), officers, directors, partnersshareholders, membersand trustees (each, managersa “Releasing Party” and collectively, trusteesthe “Releasing Parties”), beneficiariesdoes hereby remise, successorsrelease and discharge, predecessorsand shall be deemed to have forever remised, subsidiariesreleased and discharged, principals the Agent, and controlled affiliateseach of the Holders in their respective capacities as such under the Note Documents, and the Agent’s and each Holder’s respective heirs successors-in-title, legal representatives and estates of all of the foregoingassignees, as applicable (the “Clover Releasors”)past, hereby do release present and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, future officers, directors, partnersaffiliates, shareholders, trustees, beneficiariesagents, employees, agentsconsultants, representativesexperts, advisors, attorneys and other professionals and all other persons and entities to whom the Agent and each of the Holders or any other advisors or of their respective successors-in-title, legal representatives and assignees, past, present and future officers, directors, affiliates, shareholders, trustees, agents, employees, consultants, experts, advisors, attorneys and the respective heirs and estates other professionals would be liable if such persons or entities were found to be liable to any Releasing Party or any of all of the foregoingthem (collectively, as applicable (hereinafter the “Clover Releasees”), and each of them, from and in respect of any and all claims manner of action and actions, cause and causes of action, claims, charges, demands, counterclaims, crossclaims, suits, debts, dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, rights of setoff and recoupment, controversies, damages, judgments, expenses, executions, liens, claims of liens, claims of costs, penalties, attorneys’ fees, or any other compensation, recovery or relief on account of any liability, obligation, demand or cause of action of whatever nature, whether based on any federal in law, equity or state law otherwise, whether known or right of actionunknown, fixed or contingent, joint and/or several, secured or unsecured, due or not due, primary or secondary, liquidated or unliquidated, contractual or tortious, direct, indirect indirect, or representative in naturederivative, asserted or unasserted, foreseen or unforeseen, matured suspected or unmaturedunsuspected, known now existing, heretofore existing or unknown, which all or may heretofore accrue against any of the Clover Releasors haveReleasees, had and which are, in each case, based on any act, fact, event or may omission or other matter, cause or thing occurring at any time prior to or on the date hereof in any way, directly or indirectly arising out of, connected with or relating to the Notes or any other Note Document and the transactions contemplated thereby, and all other agreements, certificates, instruments and other documents and statements (whether written or oral) related to any of the foregoing (each, a “Claim” and collectively, the “Claims”); provided, that, no Releasing Party shall have against any obligation with respect to Claims to the Clover Releaseesextent such Claims are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence or willful misconduct of any Releasee. Each Releasing Party further stipulates and agrees with respect to all Claims, that it hereby waives, to the fullest extent permitted by applicable law, any and all provisions, rights, and benefits conferred by any applicable U.S. federal or state law, or any principle of themcommon law, that would otherwise limit a release or discharge of any kind, nature or type whatsoever, with respect unknown Claims pursuant to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this AgreementSection 6.

Releases. Each member By its execution hereof and in consideration of the Clover Group, terms herein and other accommodations granted to the Borrower on behalf of itself and its agents, officers, directors, partners, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliateseach of the Loan Parties, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx its or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, assigns and agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates Borrower on behalf of all of the foregoing, as applicable (the “Clover Releasees”), itself and each of themthe Loan Parties hereby expressly forever waives, from releases and in respect of discharges any and all claims (including cross-claims, counterclaims, and rights of setoff and recoupment), causes of action, action (whether based on any federal direct or state law or right of action, direct, indirect or representative derivative in nature), foreseen demands, suits, costs, expenses and damages (collectively, the “Claims”) any of them may, as a result of actions or unforeseeninactions occurring on or prior to the Eleventh Amendment Effective Date, matured have or unmatured, known allege to have as of the date of this Amendment or unknown, which at any time thereafter (and all or defenses that may arise out of any of the Clover Releasors haveforegoing) of any nature, had description, or may have kind whatsoever, based in whole or in part on facts, whether actual, contingent or otherwise, now known, unknown, or subsequently discovered, whether arising in Law, at equity or otherwise, against the Clover ReleaseesAgent or any Lender, their respective affiliates, agents, principals, managers, managing members, members, stockholders, “controlling persons” (within the meaning of the United States federal securities laws), directors, officers, employees, attorneys, consultants, advisors, agents, trusts, trustors, beneficiaries, heirs, executors and administrators of each of the foregoing (collectively, the “Released Parties”) arising out of, or relating to, this Amendment, the Credit Agreement, the other Loan Documents and any or all of the actions and transactions contemplated hereby or thereby, including any actual or alleged performance or non-performance of any of themthe Released Parties hereunder or under the Loan Documents (the “Released Matters”). In entering into this Amendment, the Borrower on behalf of itself and each Loan Party expressly disclaims any kindreliance on any representations, nature acts, or type whatsoever, with respect to omissions by any of the Released Parties and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except hereby agrees and acknowledges that the foregoing release validity and effectiveness of the releases set forth above does not release depend in any rights and duties under this Agreement way on any such representation, acts and/or omissions or any claims the Clover Releasors may have for the breach of any accuracy, completeness, or validity thereof. The provisions of this Agreement. Hampden and Berkshire (Section 11 shall survive the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, termination of this Amendment and the respective heirs Loan Documents and estates the payment in full in cash of all Obligations of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and Loan Parties under or in respect of any the Credit Agreement and other Loan Documents and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreementother amounts owing thereunder.

Releases. Each member of (a) Effective upon the Clover Groupdate hereof, FPAC on its own behalf and on behalf of itself and its current or former predecessors, successors, assigns, affiliates, subsidiaries, parents, trustees, heirs, beneficiaries, executors, administrators, insurers, agents, principals, officers, directors, employees, partners, members, managers, heirs, servants, attorneys, and trustees, beneficiariesand any persons or entities acting by, successorsthrough, predecessorsunder, subsidiaries, principals and controlled affiliates, and the respective heirs and estates or in concert with each of all of the foregoing, as applicable them (the “Clover FPAC Releasors”), for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, do release hereby irrevocably and unconditionally release, acquit, and forever dischargedischarge the GB Parties, and covenant not to xxx as well as all of their current or take any steps to further any claimformer predecessors, action or proceeding againstsuccessors, Hampden or Berkshire and their successorsassigns, affiliates, subsidiaries, predecessorsparents, trustees, heirs, beneficiaries, executors, administrators, insurers, agents, principals, officers, directors, employees, owners, partners, members, managers, shareholders, heirs, servants, attorneys, and trustees, beneficiariesand all persons acting by, employeesthrough, agentsunder, representatives, attorneys and or in concert with any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable them (the “Clover Globetrotter Releasees”), and each of them, from and in respect of any and all claims and charges, complaints, claims, liabilities, obligations, promises, agreements, controversies, damages, civil penalties, unpaid wages, actions, causes of action, whether based on suits, rights, demands, costs, losses, debts and expenses (including attorneys’ fees and costs actually incurred) of any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmaturednature whatsoever, known or unknown, suspected or unsuspected, anticipated or unanticipated, xxxxxx or inchoate, which all or any of the Clover FPAC Releasors now have, had or may claim to have, or which the FPAC Releasors at any time heretofore had, or claimed to have against the Clover ReleaseesGlobetrotter Releasees for or by reason of any cause, matter, or thing whatsoever from the beginning of the world through and including the date hereof, but only to the extent arising from or related to the Merger Agreement (but excluding any of them, extant obligations of any kindGB Party, nature or type whatsoeverincluding pursuant to Article II, with respect to Sections 9.07, 9.08 and in connection with 9.09 of the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does Transaction Documents and the transactions contemplated thereby (“GB Extant Obligations”)). For the avoidance of doubt, the FPAC Releasors are not release releasing any rights and duties under claims for the enforcement of any provision in this Agreement or any claims the Clover GB Extant Obligations. The FPAC Releasors may have for the breach of any provisions of this Agreement. Hampden further covenant and Berkshire agree that (the “Berkshire/Hampden Releasors”a) hereby do release and forever discharge, and covenant they will not to xxx or take bring any steps to further any action or cause of action, including by way of third-party claim, action cross-claim, or proceeding againstcounterclaim, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and against any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and Globetrotter Releasees in respect of any and all of the claims and causes of actionreleased in this Section 12(a); (b) they will not initiate or participate in bringing or pursuing any class, whether based on any federal collective, private attorney general, or state law or right of action, direct, indirect or other representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or action against any of the Berkshire/Hampden Releasors haveGlobetrotter Releasees in respect of any of the claims released in this Section 12(a); and (c) they will not assist any third party in initiating or pursuing a class, had or may have against the Berkshire/Hampden Releaseescollective, private attorney general, or other representative action in respect of any of them, of any kind, nature or type whatsoever, with respect to and the claims released in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this AgreementSection 12(a).

Releases. Each member (a) Effective as of the Clover GroupClosing, on behalf Buyer, the Company and their respective controlled Affiliates, successors and assigns, and each of itself the Company and its agentstheir respective controlled Affiliates, successors and assigns, hereby fully and unconditionally to the maximum extent permissible by Applicable Law, releases, acquits and forever discharges the current and former managers and directors of the Company (solely in their capacities as managers and/or directors) (the “Buyer Releasing Parties”), the Seller, and their controlled Affiliates, and their respective former, current and future equityholders, controlling persons, directors, officers, directorsemployees, partnersagents, Representatives, controlled Affiliates, members, managers, trusteesgeneral or limited partners, beneficiariesor assignees (or any former, successorscurrent or future equityholder, predecessorscontrolling person, subsidiariesdirector, principals and officer, employee, agent, representative, controlled affiliatesAffiliate, and the respective heirs and estates member, manager, general or limited partner, or assignee of all any of the foregoing) (each, as applicable (the a “Clover ReleasorsBuyer Released Party”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”), and each of them, ) from and in respect of any and all claims and manner of actions, causes of actionactions, claims, torts (whether under common law or otherwise) obligations, demands, damages, costs, expenses, compensation or other relief, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all whether in law or equity, whether under tort, contract or under any other legal or equitable other theory, whether pursuant to statute, common law, or otherwise, that such party ever had, now has or ever may have or claim to have against any Buyer Released Party arising out of or relating to or accruing from their relationship with the Company prior to the Closing (including in respect of the Clover Releasors havemanagement or operation of the Company), had or may have against the Clover Releasees, or other than those claims that cannot be released as a matter of law and excluding any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties claims under this Agreement or any claims the Clover Releasors may have for Transaction Documents. Effective as of the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding againstClosing, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and Buyer Releasing Parties expressly waive all rights afforded by any other advisors or consultants, and statute which limits the respective heirs and estates effect of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, a release with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreementunknown claims.

Releases. Each member In consideration of the Clover Groupexecution, delivery and performance by Purchaser of this Agreement, effective as of the Closing, each of the Selling Parties, on behalf of itself and its agentsAffiliates (each, a “Releasing Party”) hereby releases, waives, acquits and forever discharges each Company, Purchaser and each of their respective Affiliates, together with their respective past and present officers, directors, partners, members, managers, trustees, beneficiariesemployees, successorsstockholders, predecessorsagents, subsidiariesattorneys and representatives (each, principals and controlled affiliates, and the respective heirs and estates of all of the foregoing, as applicable (the a “Clover ReleasorsReleased Party”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”), and each of them, from and in respect of any and all claims and Losses, Liabilities, costs, expenses, claims, damages, actions, causes of action, whether or suits in law or equity, of whatever kind or nature that any Releasing Party ever had or may now have against any Released Party and that have accrued or arisen prior to the Closing Date, including those based on any federal fact or state law circumstance arising from such Releasing Party’s past or right current ownership of action, direct, indirect any Equity Interests or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all Securities issued by any Company or any of the Clover Releasors have, had employment or may have against the Clover Releasees, other compensation arrangement or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or agreement (including any claims the Clover Releasors may have for the breach relating to actual or alleged breaches of fiduciary or other duties by any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessorsCompany’s directors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors members or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”stockholders), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all contract or any of the Berkshire/Hampden Releasors haveApplicable Law (including tort, had statute, local ordinance, regulation or may have against the Berkshire/Hampden Releaseesany comparable law) in any jurisdiction; provided, however, that nothing in this Section 7.9 shall or be deemed to release any rights or obligations pursuant to, or other rights set forth in, (i) this Agreement and any Ancillary Document, (ii) any agreement or Applicable Law providing for defense, indemnification or advancement of them, of any kind, nature or type whatsoever, expenses with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach against Sxxxxxx in his capacity as an employee, officer, director or agent of any Company (except claims known to Sxxxxxx prior to the Closing Date and not disclosed to Purchaser) and (iii) provisions of this AgreementApplicable Law which cannot be released by a Releasing Party.

Releases. Each member of As further consideration for Administrative Agent’s and the Clover GroupLenders’ entry into this Amendment, each Borrower, for itself and on behalf of itself and all its predecessors, successors, assigns, agents, employees, representatives, officers, directors, general partners, memberslimited partners, managersjoint shareholders, beneficiaries, trustees, beneficiaries, successors, predecessorsadministrators, subsidiaries, principals and controlled affiliates, employees, servants and the respective heirs and estates of all of the foregoing, as applicable attorneys (collectively the “Clover ReleasorsReleasing Parties”), hereby do release releases and forever discharge, discharges the Administrative Agent and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire each Lender and their respective successors, affiliatesassigns, subsidiariespartners, predecessorsdirectors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultantsattorneys, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”), and each of them, employees from and in respect of any and all claims and claims, demands, cross-actions, controversies, causes of action, whether based on any federal or state damages, rights, liabilities and obligations, at law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmaturedequity whatsoever, known or unknown, which all whether past, present or any of future, now held, owned or possessed by the Clover Releasors have, had or may have against the Clover ReleaseesReleasing Parties, or any of them, or which the Releasing Parties or any of them may, as a result of any kindactions or inactions occurring on or prior to the date hereof, nature hereafter hold or type whatsoeverclaim to hold under common law or statutory right, with respect to and in connection with the Proxy Contestarising, 2014 Annual Meeting, Merger directly or Merger Agreement, except that the foregoing release does not release indirectly out of any rights and duties under this Agreement Loan or any claims of the Clover Releasors may have for Loan Documents or any of the breach of documents, instruments or any provisions of other transactions relating thereto or the transactions contemplated thereby. Each Borrower understands and agrees that this Agreement. Hampden is a full, final and Berkshire (the “Berkshire/Hampden Releasors”) hereby do complete release and forever discharge, agrees that this release may be pleaded as an absolute and covenant not final bar to xxx any or take all suit or suits pending or which may hereafter be filed or prosecuted by any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoingReleasing Parties, as applicable (or anyone claiming by, through or under any of the “Berkshire/Hampden Releasees”)Releasing Parties, and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors havematters released hereby, and that no recovery on account of the matters described herein may hereafter be had or may have against the Berkshire/Hampden Releaseesfrom anyone whomsoever, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing consideration given for this release does is not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach an admission of any provisions of this Agreementliability.

Releases. (a) Each member Seller, on behalf of such Seller and each of such Seller’s Affiliates, heirs, representatives, successors, and assigns, on the Clover Groupone hand, and Buyer, on behalf of itself and its agentseach of Buyer’s Affiliates, officersheirs, directors, partners, members, managers, trustees, beneficiariesrepresentatives, successors, predecessorsand assigns, subsidiarieson the other hand (individually a “Releasor” and collectively, principals and controlled affiliates, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasors”), hereby do release releases and forever dischargedischarges Buyer, the Acquired Entities, the other Seller Parties and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire each of their respective present and their successors, affiliates, subsidiaries, predecessors, former officers, directors, partners, trustees, beneficiariesmanagers, employees, agents, stockholders, controlling persons, representatives, attorneys and any other advisors or consultantsAffiliates, successors, assigns, on the one hand, and the respective heirs and estates of all of the foregoing, as applicable Sellers (the “Clover Releasees”), and each of them, from the other Sellers) and in respect each of any their respective present and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Clover Releasors have, had or may have against the Clover Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, former officers, directors, partners, trustees, beneficiariesmanagers, employees, agents, stockholders, controlling persons, representatives, attorneys Affiliates, successors, assigns, on the other hand (individually, a “Releasee” and any other advisors or consultantscollectively, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of actionActions, Court Orders, Losses, and, except as expressly contemplated by this Agreement, Contracts whatsoever, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, suspected or unsuspected, both at Law and in equity, which all such Releasor now has, have ever had or may hereafter have against the respective Releasees on account of or arising out of any matter, cause, or event occurring contemporaneously with or prior to the Closing Date, whether pursuant to their respective Organizational Documents, Contract or otherwise; except that (i) the foregoing releases shall not apply to the Company and any indemnitees under the indemnification agreements set forth on Schedule 6.2(a) solely with respect such indemnification agreements, or any indemnification obligations under the Restated Certificate or the Bylaws, (ii) the foregoing releases shall not apply to claims alleging fraud or willful misconduct (iii) the foregoing releases shall not apply to any obligations of any of the Berkshire/Hampden Releasors haveAcquired Entities under any employment agreement with a Seller, had (iv) the foregoing releases shall not apply to any obligations of a Party arising under this Agreement, and (v) the foregoing releases shall not apply to any employee benefits to which any such Seller is entitled under any Employee Benefit Plans or may have against the Berkshire/Hampden Releasees, or otherwise from any of themthe Acquired Entities, of any kind, nature including accrued and unpaid salary or type whatsoever, with respect to vacation or paid time off. Each Releasor acknowledges and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except agrees that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions as a condition of this Agreement, such Releasor is expressly releasing all the released claims against the Releasees that he, she or it knows about as well as those that he, she or it may not know about. Each Releasor expressly waives all rights under Section 1542 of the Civil Code of the State of California, which reads as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”

Releases. Each member (a) Except as otherwise provided in this Agreement, effective as of the Clover GroupClosing, Purchaser, on behalf of itself and its agentsSubsidiaries and Affiliates (including the Surviving Company), and their respective directors, officers, directorsemployees, partnersagents, membersRepresentatives, managerssuccessors and assigns (collectively, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Purchaser Releasors”), hereby do release irrevocably releases and forever dischargedischarges each of the Direct Unitholders, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, Management Blocker and the respective heirs holders of capital stock of XX Xxxxxxx (in their capacity as holders of Common Units and estates capital stock of all of the foregoing, as applicable (the “Clover Releasees”XX Xxxxxxx), and each of themthe directors, officers, stockholders, managers or members of the Transferred Entities, the Direct Unitholders, Management Blocker and the holders of capital stock of XX Xxxxxxx (in such person’s capacity as director, officer, stockholder, manager, member, employee, agent or any other position held or services rendered on behalf of any of the Transferred Entities, the Direct Unitholders, Management Blocker or the holders of capital stock of XX Xxxxxxx) (collectively, the “Holder Releasees”) from and in respect of any and all claims and claims, actions, causes of actionactions, liens, counterclaims, liabilities, suits, debts, offsets, setoffs, losses, demands, rights, obligations, damages, costs, attorneys’ fees, interest, expenses and compensation, whether known, unknown, fixed or contingent based on any federal acts or state law omissions occurring on or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmaturedbefore the Closing, known or unknown, which all that Purchaser Releasors have had in the past, or any of the Clover Releasors have, had have now or may have in the future against the Clover ReleaseesHolder Releasees arising from their direct or indirect ownership of Common Units or the holders of capital stock of each of the XX Xxxxxxx Entities prior to the Effective Time, or any of them, of any kind, nature or type whatsoeveror, with respect to directors, officers, managers, their respective service to XX Xxxxxxx, Management Blocker, the Company and its Subsidiaries as a director, officer, employee, agent or independent contractor or otherwise, including claims of negligence, conversion, malfeasance, breach of contract, breach of fiduciary duty, and claims for equitable relief but excluding claims to the extent related to the fraud or willful misconduct on the part of such Holder Releasee. Notwithstanding the foregoing, this release shall not be construed to release any claims against the Sellers, if any, based on this Agreement or in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreementtransactions contemplated hereby.

Releases. Each member (a) Subject to the occurrence of the Clover Effective Date, the Debtors and all of their present and former predecessors, successors, direct and indirect parents, subsidiaries and affiliates, direct and indirect shareholders, and their affiliates, assigns, agents, directors, officers, employees, partners, funds, lenders, managers, advisors, insurers, all employee benefit plans sponsored by or contributed to by any of them, personal representatives, members, and all related entities of any kind or nature, and its and their predecessors and successors (collectively the “Debtor Group”), hereby release and forever discharge Oaktree and, to the extent legally permitted or enforceable, all of its present and former predecessors, successors, direct and indirect parents, subsidiaries and affiliates, direct and indirect shareholders, and their affiliates, assigns, agents, directors, officers, employees, partners, funds, lenders, managers, advisors, insurers, all employee benefit plans sponsored by or contributed to by any of them, personal representatives, members, and all related entities of any kind or nature, and its and their predecessors and successors (collectively, the “Oaktree Group”) from any and all actions, causes of action, claims, suits, debts, damages, judgments, obligations, liabilities, demands and controversies whatsoever, whether matured or not, whether at law or in equity, whether before a local, state or federal court or state or federal administrative agency, commission or arbitration, whether arising in contract, tort, or otherwise, and whether now known or unknown, liquidated or unliquidated (collectively, the “Claims”), that the Debtor Group now has or may have had, or thereafter claim to have against the Oaktree Group relating to the Debtors, including but not limited to any claims for equitable subordination arising from or related to Oaktree’s investment in Almatis, participation in the Initial Plan or in any other way related to the Debtors, and the Debtors, on behalf of itself the Debtor Group, agree not to initiate any such claims and its agents, officers, directors, partners, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all of to withdraw any such claims if already made. Notwithstanding the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Clover Releasors have, had or may have against the Clover Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreement.subparagraph

Releases. Each member By its execution hereof and in consideration of the Clover Group, terms herein and other accommodations granted to the Borrower on behalf of itself and its agents, officers, directors, partners, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliateseach of the Loan Parties, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx its or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, assigns and agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates Borrower on behalf of all of the foregoing, as applicable (the “Clover Releasees”), itself and each of themthe Loan Parties hereby expressly forever waives, from releases and in respect of discharges any and all claims (including cross-claims, counterclaims, and rights of setoff and recoupment), causes of action, action (whether based on any federal direct or state law or right of action, direct, indirect or representative derivative in nature), foreseen demands, suits, costs, expenses and damages (collectively, the “Claims”) any of them may, as a result of actions or unforeseeninactions occurring on or prior to the Eighth Amendment Effective Date, matured have or unmatured, known allege to have as of the date of this Amendment or unknown, which at any time thereafter (and all or defenses that may arise out of any of the Clover Releasors haveforegoing) of any nature, had description, or may have kind whatsoever, based in whole or in part on facts, whether actual, contingent or otherwise, now known, unknown, or subsequently discovered, whether arising in Law, at equity or otherwise, against the Clover ReleaseesAgent or any Lender, their respective affiliates, agents, principals, managers, managing members, members, stockholders, “controlling persons” (within the meaning of the United States federal securities laws), directors, officers, employees, attorneys, consultants, advisors, agents, trusts, trustors, beneficiaries, heirs, executors and administrators of each of the foregoing (collectively, the “Released Parties”) arising out of, or relating to, this Amendment, the Credit Agreement, the other Loan Documents and any or all of the actions and transactions contemplated hereby or thereby, including any actual or alleged performance or non-performance of any of themthe Released Parties hereunder or under the Loan Documents (the “Released Matters”). In entering into this Amendment, the Borrower on behalf of itself and each Loan Party expressly disclaims any kindreliance on any representations, nature acts, or type whatsoever, with respect to omissions by any of the Released Parties and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except hereby agrees and acknowledges that the foregoing release validity and effectiveness of the releases set forth above does not release depend in any rights and duties under this Agreement way on any such representation, acts and/or omissions or any claims the Clover Releasors may have for the breach of any accuracy, completeness, or validity thereof. The provisions of this Agreement. Hampden and Berkshire (Section 9 shall survive the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, termination of this Amendment and the respective heirs Loan Documents and estates the payment in full in cash of all Obligations of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and Loan Parties under or in respect of any the Credit Agreement and other Loan Documents and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreementother amounts owing thereunder.

Releases. Each member of the Clover Group(a) The Company, on behalf of itself and each of the Note Parties (and on behalf of each Affiliate thereof) and for itself and for its successors in title and assignees and, to the extent the same is claimed by right of, through or under any of the Note Parties, for its past, present and future employees, agents, representatives (other than legal representatives), officers, directors, partnersshareholders, membersand trustees (each, managersa “Releasing Party” and collectively, trusteesthe “Releasing Parties”), beneficiariesdoes hereby remise, successorsrelease and discharge, predecessorsand shall be deemed to have forever remised, subsidiariesreleased and discharged, principals the Agent, and controlled affiliateseach of the Holders in their respective capacities as such under the Note Documents, and the Agent’s and each Holder’s respective heirs successors-in-title, legal representatives and estates of all of the foregoingassignees, as applicable (the “Clover Releasors”)past, hereby do release present and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, future officers, directors, partnersaffiliates, shareholders, trustees, beneficiariesagents, employees, agentsconsultants, representativesexperts, advisors, attorneys and other professionals and all other persons and entities to whom the Agent and each of the Holders or any other advisors or of their respective successors-in-title, legal representatives and assignees, past, present and future officers, directors, affiliates, shareholders, trustees, agents, employees, consultants, experts, advisors, attorneys and the respective heirs and estates other professionals would be liable if such persons or entities were found to be liable to any Releasing Party or any of all of the foregoingthem (collectively, as applicable (hereinafter the “Clover Releasees”), and each of them, from and in respect of any and all claims manner of action and actions, cause and causes of action, claims, charges, demands, counterclaims, crossclaims, suits, debts, dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, rights of setoff and recoupment, controversies, damages, judgments, expenses, executions, liens, claims of liens, claims of costs, penalties, attorneys’ fees, or any other compensation, recovery or relief on account of any liability, obligation, demand or cause of action of whatever nature, whether based on any federal in law, equity or state law otherwise, whether known or right of actionunknown, fixed or contingent, joint and/or several, secured or unsecured, due or not due, primary or secondary, liquidated or unliquidated, contractual or tortious, direct, indirect indirect, or representative in naturederivative, asserted or unasserted, foreseen or unforeseen, matured suspected or unmaturedunsuspected, known now existing, heretofore existing or unknown, which all or may heretofore accrue against any of the Clover Releasors haveReleasees, had and which are, in each case, based on any act, fact, event or may omission or other matter, cause or thing occurring at any time prior to or on the date hereof in any way, directly or indirectly arising out of, connected with or relating to the Notes or any other Note Document and the transactions contemplated thereby, and all other agreements, certificates, instruments and other documents and statements (whether written or oral) related to any of the foregoing (each, a “Claim” and collectively, the “Claims”); provided, that, no Releasing Party shall have against any obligation with respect to Claims to the Clover Releaseesextent such Claims are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence or willful misconduct of any Releasee. Each Releasing Party further stipulates and agrees with respect to all Claims, that it hereby waives, to the fullest extent permitted by applicable law, any and all provisions, rights, and benefits conferred by any applicable U.S. federal or state law, or any principle of themcommon law, that would otherwise limit a release or discharge of any kind, nature or type whatsoever, with respect unknown Claims pursuant to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this AgreementSection 5.

Releases. Each member (a) Conditioned upon the Closing of the Clover GroupMerger and from and after the Effective Time, on behalf of itself and its agents, officers, directors, partners, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all each of the foregoingSellers (in such capacity, as applicable (the “Clover Releasors”), hereby do release upon Buyer’s payment to the Exchange Agent of the Payment Fund of the amounts specified in Section 2.7(b) of the Merger Agreement, irrevocably releases and forever dischargedischarges each and every other Releasor and the Company, and covenant not to xxx or take any steps to further any claimBuyer, action or proceeding againstthe Surviving Corporation, Hampden or Berkshire the Seller Representative and their successorsrespective Affiliates, affiliatesshareholders, subsidiaries, predecessorspartners, officers, members, directors, partnersmanagers, trusteesemployees and agents in their capacities as such (collectively, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”)) from any claims, and each of themliabilities, from and in respect of any and all claims and causes of actioncosts, expenses, actions, suits or demands (“Claims”) however arising, whether based on any federal or state at law or right of actionin equity, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmaturedcontingent, known or unknown, which all each such Releasor and its respective heirs, successors or any of the Clover Releasors have, had or assigns may have against the Clover Releaseesor assert, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any interest in the Company, the Subsidiaries and all their respective Affiliates arising at or before the Effective Time, including, but not limited to, any such Claims arising out of (i) any Equity Securities Seller Support Agreement (including any claims for the acts or omissions of any Releasees associated with the oversight, operation and causes management of actionthe Company or any Subsidiary prior to the Effective Time) (ii) the Board of Director’s negotiation, whether based on approval and/or recommendation of the Merger, (iii) any federal director or state law partnership relationship with the Company, the Subsidiaries or their respective Affiliates which such Releasor or such Releasor’s heirs, successors or assigns may have or have had at any time up to and including the Effective Time (collectively, the “Released Claims”); provided that (a) this release shall not extend to (i) any breach of the Merger Agreement, this Agreement or the other Ancillary Documents by any parties hereto or thereto, and/or (ii) any payroll expenses accrued in the Company’s Ordinary Course of Business relating to the last payroll period prior to the Closing Date, including any accrued salary or bonus, severance benefits, vacation and other employee benefits, or reimbursement of business expenses; and (b) nothing contained herein shall affect in any manner (i) the right of actionthe Releasors, directacting by and through the Seller Representative, indirect to pursue or representative defend themselves against any indemnification or other claims under the Merger Agreement or any Ancillary Document, (ii) the rights, liabilities, or obligations of any party under the Merger Agreement, including without limitation the right of any Seller to receive all the Merger Consideration to which Seller is or may become entitled under the Merger Agreement and the obligations of Buyer and the other parties under the Merger Agreement, or (iii) the rights of the Releasors to be indemnified under (A) the certificate of incorporation and bylaws of the Company and the Surviving Corporation or (B) any employment and non-competition agreement in natureexistence as of the date hereof or entered into in anticipation of the consummation of the Merger between the Seller on the one hand and Buyer, foreseen or unforeseen, matured or unmatured, known or unknown, which all the Company or any of their respective subsidiaries on the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releaseesother hand, or any of them, (iv) the rights of any kindSeller to compensation or other employment benefits earned or accrued by or for the benefit of such Seller prior to the Effective Time in respect of services performed by such Seller as an employee of the Company, nature or type whatsoever, with respect solely to the extent not paid by the Company prior to the Effective Time. Each Releasor confirms that such Releasor has been given a reasonable period within which to consider this release and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except its consequences and that the foregoing release does not release any rights and duties under such Releasor has been advised prior to executing this Agreement to consult with any attorney or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreementpersonal or financial advisor such Releasor chooses.

Releases. Each member As of the Clover GroupClosing, on behalf of itself and its agents, officers, directors, partners, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all (a) each of the foregoingBuyer Parties and their respective Subsidiaries (including, as applicable of immediately following the Closing, the Acquired Companies) (the each, a “Clover ReleasorsReleasing Buyer Person”), hereby do release releases and forever dischargedischarges the Stockholder, the China Asset Seller and covenant not to xxx or take any steps to further any claimeach of their respective Affiliates, action or proceeding against, Hampden or Berkshire and their successors, affiliatesassigns, subsidiariesformer, predecessorscurrent or future direct or indirect stockholders, equity holders, controlling persons, directors, officers, directorsemployees, partnersincorporators, managers, members, trustees, beneficiaries, employeesgeneral or limited partners, agents, representativesattorneys or other Representatives (in each case, attorneys solely in their capacities as such) (each, a “Released Seller Person”) from all debts, intercompany receivables and any other advisors or consultantspayables, and the respective heirs and estates of all of the foregoingdemands, as applicable (the “Clover Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on suits, covenants, torts, damages and any federal or state law or right and all claims, defenses, offsets, judgments, demands and liabilities whatsoever, of action, direct, indirect or representative in every name and nature, foreseen or unforeseen, matured or unmaturedboth at law and in equity, known or unknown, which all accrued or unaccrued, that have been or could have been asserted against any Released Seller Person, that any Releasing Buyer Person has or ever had, that arises out of or in any way relates to events, circumstances or actions occurring, existing or taken prior to or as of the Clover Releasors haveClosing Date in respect of matters relating to the Acquired Companies, had the Purchased Assets or may have against the Clover ReleaseesAssumed Liabilities, or any and (b) each of themthe Stockholder, of any kindthe China Asset Seller and their respective Subsidiaries (each, nature or type whatsoevera “Releasing Seller Person”), with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release releases and forever dischargedischarges each Buyer Party and each of their respective Affiliates (including, and covenant not to xxx or take any steps to further any claim, action or proceeding againstas of immediately following the Closing, the Clover Group and their Acquired Companies), successors, affiliatesassigns, subsidiariesformer, predecessorscurrent or future direct or indirect stockholders, equity holders, controlling persons, directors, officers, directorsemployees, partnersincorporators, managers, members, trustees, beneficiaries, employeesgeneral or limited partners, agents, representativesattorneys or other Representatives (in each case, attorneys solely in their capacities as such) (each, a “Released Buyer Person”) from all debts, intercompany receivables and any other advisors or consultantspayables, and the respective heirs and estates of all of the foregoingdemands, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on suits, covenants, torts, damages and any federal or state law or right and all claims, defenses, offsets, judgments, demands and liabilities whatsoever, of action, direct, indirect or representative in every name and nature, foreseen or unforeseen, matured or unmaturedboth at law and in equity, known or unknown, which all accrued or unaccrued, that have been or could have been asserted against any Released Buyer Person, that any Releasing Seller Person has or ever had, that arises out of or in any way relates to events, circumstances or actions occurring, existing or taken prior to or as of the Closing Date in respect of matters relating to the Acquired Companies, the Purchased Assets or the Assumed Liabilities; provided, however, that the Parties acknowledge and agree that this ýSection 10.12 does not apply to and shall not constitute a release of any rights or obligations to the extent arising from or under (i) commercial receivables and payables to third parties, (ii) this Agreement, (iii) any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden ReleaseesTransaction Documents, or (iv) any certificate or other instrument delivered by or on behalf of them, of any kind, nature or type whatsoever, with respect either Party pursuant to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreement.

Releases. Each member By its execution hereof and in consideration of the Clover Group, terms herein and other accommodations granted to the Borrower on behalf of itself and its agents, officers, directors, partners, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliateseach of the Loan Parties, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx its or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, assigns and agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates Borrower on behalf of all of the foregoing, as applicable (the “Clover Releasees”), itself and each of themthe Loan Parties hereby expressly forever waives, from releases and in respect of discharges any and all claims (including cross-claims, counterclaims, and rights of setoff and recoupment), causes of action, action (whether based on any federal direct or state law or right of action, direct, indirect or representative derivative in nature), foreseen demands, suits, costs, expenses and damages (collectively, the “Claims”) any of them may, as a result of actions or unforeseeninactions occurring on or prior to the Twelfth Amendment Effective Date, matured have or unmatured, known allege to have as of the date of this Amendment or unknown, which at any time thereafter (and all or defenses that may arise out of any of the Clover Releasors haveforegoing) of any nature, had description, or may have kind whatsoever, based in whole or in part on facts, whether actual, contingent or otherwise, now known, unknown, or subsequently discovered, whether arising in Law, at equity or otherwise, against the Clover ReleaseesAgent or any Lender, their respective affiliates, agents, principals, managers, managing members, members, stockholders, “controlling persons” (within the meaning of the United States federal securities laws), directors, officers, employees, attorneys, consultants, advisors, agents, trusts, trustors, beneficiaries, heirs, executors and administrators of each of the foregoing (collectively, the “Released Parties”) arising out of, or relating to, this Amendment, the Credit Agreement, the other Loan Documents and any or all of the actions and transactions contemplated hereby or thereby, including any actual or alleged performance or non-performance of any of themthe Released Parties hereunder or under the Loan Documents (the “Released Matters”). In entering into this Amendment, the Borrower on behalf of itself and each Loan Party expressly disclaims any kindreliance on any representations, nature acts, or type whatsoever, with respect to omissions by any of the Released Parties and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except hereby agrees and acknowledges that the foregoing release validity and effectiveness of the releases set forth above does not release depend in any rights and duties under this Agreement way on any such representation, acts and/or omissions or any claims the Clover Releasors may have for the breach of any accuracy, completeness, or validity thereof. The provisions of this Agreement. Hampden and Berkshire (Section 11 shall survive the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, termination of this Amendment and the respective heirs Loan Documents and estates the payment in full in cash of all Obligations of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and Loan Parties under or in respect of any the Credit Agreement and other Loan Documents and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreementother amounts owing thereunder.

Releases. Each member From and after, and subject to the occurrence of the Clover GroupClosing, each Seller Member, on behalf of itself such Seller Member and his, her or its agentsheirs, predecessors, successors, assigns, and each of their respective Affiliates and any Representatives of any of the foregoing (collectively, the “Releasing Parties”) hereby forever, fully, unconditionally and irrevocably waives, releases, remises and discharges each of Buyer, the Company, each of their respective predecessors, successors and assigns and each of their respective direct or indirect Affiliates and Subsidiaries and any past and present equity holders, members, managers, partners, employees, officers, directors, partnersconsultants, membersattorneys, managersagents, trustees, beneficiaries, successors, predecessors, subsidiaries, principals employee benefit plan and controlled affiliates, and the respective heirs and estates other Representatives of all any of the foregoingforegoing (collectively, the “Released Parties”) from any and all actions, suits, claims, demands, debts, agreements, obligations, promises, judgments, or liabilities of any kind whatsoever in law or equity and causes of action of every kind and nature, or otherwise, whether known or unknown, patent or latent, unanticipated as applicable well as anticipated, asserted or unasserted, absolute or contingent, accrued or unaccrued, disclosed or undisclosed, liquidated or unliquidated, due or to become due, or determined, determinable or otherwise (the “Clover ReleasorsReleased Liabilities”)) that the Releasing Parties may currently have, hereby do release or may have in the future in his, her or its capacity as a Seller Party and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or otherwise beneficial owner of equity or phantom equity or profit sharing interests in the Company or status as a current or former manager, officer, employee, consultant, service provider, advisor, agent or representative of any of the Released Parties (collectively, the “Released Claims”). Notwithstanding the foregoing, the Released Claims shall not include, (a) rights to payment or other consideration for such Releasing’s Party’s portion of the Aggregate Purchase Price, or any other amounts or obligations which any Seller Party may be entitled to in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all this Agreement or any of the Clover Releasors have, had Ancillary Documents; or (b) any rights or claims a Releasing Party may have against pursuant to the Clover Releasees, or any terms of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this AgreementAncillary Document.

Releases. Each member Except as to the rights, duties, obligations, representations, and warranties created by or contained in this Agreement, in the Farm Promissory Notes, Farm NPAs, the Original Promissory Note, the Original NPA, or the Security Agreement and except as otherwise provided expressly herein, and upon the full execution and delivery of this Agreement, the Clover GroupCompany and the Interested Parties, on behalf the one hand, and Trava, on the other hand (collectively, the “Releasing Parties”), hereby release and forever discharge each other, and each of itself their respective past, present, and its agents, future officers, directors, partnersstockholders, managers, managing agents, owners, members, managersemployees, trusteesattorneys, beneficiariesinsurers, principals, partners, partnerships, predecessors, successors, predecessorsagents, assigns, divisions, subsidiaries, principals corporate parents, corporations, limited liability companies, and controlled partnerships, accountants, representatives, transferees, affiliates, related entities of any kind, and the respective heirs and estates of all persons acting by, through, under, or in concert with any or all of the foregoingthem (each, as applicable (the such Releasing Party’s “Clover ReleasorsRespective Affiliates,”), hereby do release jointly and forever dischargeseverally, of and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”), and each of them, from and in respect of any and all claims rights, claims, debts, losses, demands, acts, contracts, agreements, liabilities, obligations, damages, costs, fees (including, without limitation, all attorney, consultant and expert fees and costs), expenses, duties, breaches, actions, lawsuits, allegations, causes of action, whether based on any federal or state law or right and/or suits of action, direct, indirect or representative in every nature, foreseen or unforeseencharacter, matured or unmaturedand description, whether known or unknown, which all suspected or any of unsuspected, disclosed or undisclosed, legal or equitable, that the Clover Releasors haveReleasing Parties or their Respective Affiliates, individually or collectively, had or claimed to have, and/or that the Releasing Parties or their Respective Affiliates, individually or collectively, may now, or in the future, have or claim to have, against the Clover Releaseeseach other, their Respective Affiliates, or any of them, of that in any kindway allegedly or actually arose from, nature or type whatsoeverare related to, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger directly or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding againstindirectly, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors MSA that took place on or consultants, and before the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this AgreementEffective Date.

Releases. Each member (a) Upon payment in full of the Clover GroupPurchase Price and the delivery of the Company Shares, on behalf the Electro Shares, and the Deal Electric Shares in accordance with the terms set forth in Section 1.01 of itself this Agreement, the following mutual releases (the "Releases") shall take effect: In consideration of the foregoing purchase and sale, each of the Company and its agentsAffiliates, for itself, for its predecessors, successors, heirs, and assigns, and for any of its or their respective present and former officers, directors, partnersstockholders, managers, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, servants, associates, and representatives, attorneys hereby releases Seller and any other advisors or consultantsits Affiliates, predecessors, successors, heirs, and the assigns, and its or their respective heirs present and estates of all of the foregoingformer officers, as applicable (the “Clover Releasees”)directors, stockholders, managers, members, partners, employees, agents, servants, associates, and representatives, and each of themSeller and its Affiliates, for itself, for its predecessors, successors, heirs, and assigns, and for its or their respective present and former officers, directors, stockholders, managers, members, partners, employees, agents, servants, associates, and representatives, hereby releases the Company and its Affiliates, predecessors, successors, heirs, and assigns, and its or their respective present and former officers, directors, stockholders, managers, members, partners, employees, agents, servants, associates, and representatives, in each case from and in respect of any and all claims and claims, causes of action, proceedings, judgments, suits, and demands, whether in law or in equity, and whether based on any federal or law, state law, common law or right of action, direct, indirect or representative in natureotherwise, foreseen or unforeseen, matured or unmatured, known or unknown, which all accrued or not accrued, by reason of any matter, cause, or thing whatsoever from the beginning of the Clover Releasors haveworld to the date of these Releases. For the avoidance of doubt, had or may have against and without in any way limiting the Clover Releaseesgenerality of the preceding sentence, or any of them, the Releases shall include the release of any kindobligations of the Company and its Affiliates pursuant to the Order dated February 7, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire 1996 (the “Berkshire/Hampden Releasors”"Order") hereby do release and forever dischargein the action captioned Xxxxxx & Xxxxx Corporation v. Leviton Manufacturing Co., and covenant not to xxx or take any steps to further any claim, action or proceeding against, Inc. in the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates Delaware Court of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this AgreementChancery.

Releases. Each member By its execution hereof and in consideration of the Clover Group, terms herein and other accommodations granted to the Borrower on behalf of itself and its agents, officers, directors, partners, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliateseach of the Loan Parties, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx its or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, assigns and agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates Borrower on behalf of all of the foregoing, as applicable (the “Clover Releasees”), itself and each of themthe Loan Parties hereby expressly forever waives, from releases and in respect of discharges any and all claims (including cross-claims, counterclaims, and rights of setoff and recoupment), causes of action, action (whether based on any federal direct or state law or right of action, direct, indirect or representative derivative in nature), foreseen demands, suits, costs, expenses and damages (collectively, the “Claims”) any of them may, as a result of actions or unforeseeninactions occurring on or prior to the Eighth Amendment Effective Date, matured have or unmatured, known allege to have as of the date of this Amendment or unknown, which at any time thereafter (and all or defenses that may arise out of any of the Clover Releasors haveforegoing) of any nature, had description, or may have kind whatsoever, based in whole or in part on facts, whether actual, contingent or otherwise, now known, unknown, or subsequently discovered, whether arising in Law, at equity or otherwise, against the Clover ReleaseesAgent or any Lender, their respective affiliates, agents, principals, managers, managing members, members, stockholders, “controlling persons” (within the meaning of the United States federal securities laws), directors, officers, employees, attorneys, consultants, advisors, agents, trusts, trustors, beneficiaries, heirs, executors and administrators of each of the foregoing (collectively, the “Released Parties”) arising out of, or relating to, this Amendment, the Credit Agreement, the other Loan Documents and any or all of the actions and transactions contemplated hereby or thereby, including any actual or alleged performance or non-performance of any of themthe Released Parties hereunder or under the Loan Documents (the “Released Matters”). In entering into this Amendment, the Borrower on behalf of itself and each Loan Party expressly disclaims any kindreliance on any representations, nature acts, or type whatsoever, with respect to omissions by any of the Released Parties and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except hereby agrees and acknowledges that the foregoing release validity and effectiveness of the releases set forth above does not release depend in any rights and duties under this Agreement way on any such representation, acts and/or omissions or any claims the Clover Releasors may have for the breach of any accuracy, completeness, or validity thereof. The provisions of this Agreement. Hampden and Berkshire (Section 9 shall survive the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, 5 termination of this Amendment and the respective heirs Loan Documents and estates the payment in full in cash of all Obligations of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and Loan Parties under or in respect of any the Credit Agreement and other Loan Documents and all claims and causes other amounts owing thereunder. 6 [Unsecured Term Loan Credit Agreement - Amendment No. 8 Signature Page] CORRE OPPORTUNITIES QUALIFIED MASTER FUND, LP, as Lender By: __________________________________________ Name: Xxxx Xxxxxxx Title: Authorized Signatory CORRE HORIZON FUND, LP, as Lender By: __________________________________________ Name: Xxxx Xxxxxxx Title: Authorized Signatory CORRE HORIZON II FUND, LP, as Lender By: __________________________________________ Name: Xxxx Xxxxxxx Title: Authorized Signatory DocuSign Envelope ID: DB9FF796-F78F-4B93-B4CC-53181AA042F8 [Unsecured Term Loan Credit Agreement - Amendment No. 8 Signature Page] CANTOR XXXXXXXXXX SECURITIES, as Agent By: __________________________________________ Name: Xxxxx Xxxxxxx Title: Head of actionFixed Income DocuSign Envelope ID: F5EEA420-761E-43C6-803D-0054133978D3 Xxxx Xxxxx Assistant GC 3/10/2022 | 1:15 PM PDT Borrower Team, whether based on any federal or state law or right of actionInc. Team, directInc. Team, indirect or representative in natureInc. Facility Institution Term Loan Corre Term Loan Corre Term Loan Corre Annex A Register Portfolio Name Corre Opportunities Qualified Master Fund, foreseen or unforeseenLP Corre Horizon Fund, matured or unmaturedLP Corre Horizon II Fund, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreement.LP Term Loans Exchanged Term Loans $28,441,110.02 $46,284,723.00 $12,921,314.02 $10,388,344.00 $14,341,373.38 $323,539.00 $55,703,797.42 $56,996,606.00

Releases. Each member of the Clover Group(a) The Company, on behalf of itself and each of the Note Parties (and on behalf of each Affiliate thereof) and for itself and for its successors in title and assignees and, to the extent the same is claimed by right of, through or under any of the Note Parties, for its past, present and future employees, agents, representatives (other than legal representatives), officers, directors, partnersshareholders, membersand trustees (each, managersa “Releasing Party” and collectively, trusteesthe “Releasing Parties”), beneficiariesdoes hereby remise, successorsrelease and discharge, predecessorsand shall be deemed to have forever remised, subsidiariesreleased and discharged, principals the Agent, and controlled affiliateseach of the Holders in their respective capacities as such under the Note Documents, and the Agent’s and each Holder’s respective heirs successors-in-title, legal representatives and estates of all of the foregoingassignees, as applicable (the “Clover Releasors”)past, hereby do release present and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, future officers, directors, partnersaffiliates, shareholders, trustees, beneficiariesagents, employees, agentsconsultants, representativesexperts, advisors, attorneys and other professionals and all other persons and entities to whom the Agent and each of the Holders or any other advisors or of their respective successors-in-title, legal representatives and assignees, past, present and future officers, directors, affiliates, shareholders, trustees, agents, employees, consultants, experts, advisors, attorneys and the respective heirs and estates other professionals would be liable if such persons or entities were found to be liable to any Releasing Party or any of all of the foregoingthem (collectively, as applicable (hereinafter the “Clover Releasees”), and each of them, from and in respect of any and all claims manner of action and actions, cause and causes of action, claims, charges, demands, counterclaims, crossclaims, suits, debts, dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, rights of setoff and recoupment, controversies, damages, judgments, expenses, executions, liens, claims of liens, claims of costs, penalties, attorneys’ fees, or any other compensation, recovery or relief on account of any liability, obligation, demand or cause of action of whatever nature, whether based on any federal in law, equity or state law otherwise, whether known or right of actionunknown, fixed or contingent, joint and/or several, secured or unsecured, due or not due, primary or secondary, liquidated or unliquidated, contractual or tortious, direct, indirect indirect, or representative in naturederivative, asserted or unasserted, foreseen or unforeseen, matured suspected or unmaturedunsuspected, known now existing, heretofore existing or unknown, which all or may heretofore accrue against any of the Clover Releasors haveReleasees, had and which are, in each case, based on any act, fact, event or may omission or other matter, cause or thing occurring at any time prior to or on the date hereof in any way, directly or indirectly arising out of, connected with or relating to the Notes or any other Note Document and the transactions contemplated thereby, and all other agreements, certificates, instruments and other documents and statements (whether written or oral) related to any of the foregoing (each, a “Claim” and collectively, the “Claims”); provided, that, no Releasing Party shall have against any obligation with respect to Claims to the Clover Releaseesextent such Claims are determined by a court of competent jurisdiction by final and non-appealable judgment to have resulted from the gross negligence or willful misconduct of any Releasee. Each Releasing Party further stipulates and agrees with respect to all Claims, that it hereby waives, to the fullest extent permitted by applicable law, any and all provisions, rights, and benefits conferred by any applicable U.S. federal or state law, or any principle of themcommon law, that would otherwise limit a release or discharge of any kind, nature or type whatsoever, with respect unknown Claims pursuant to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this AgreementSection 5.

Releases. Each member On the Effective Date, Reorganized Xxxxxxxxx and Holdings, on their own behalf and as representatives of the Clover GroupDebtors' Estates, on behalf in consideration of itself services rendered in the Chapter 11 Cases and its agentsother good and valuable consideration, officersthe receipt and sufficiency of which are hereby acknowledged, directorsshall be deemed to have waived, partnersreleased and discharged all claims, membersobligations, managersrights, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”), and each of them, from and in respect of any and all claims and causes of actionaction and liabilities, including derivative claims, whether based on any federal in tort, fraud, contract or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmaturedotherwise, known or unknown, which all they possessed, possess or any may possess prior to the Effective Date and whether arising before or after the Petition Date against the Debtors, the Estates, Xxxxxxxxx (Canada), each of the Clover Releasors haveDIP Agent, had or may have against the Clover Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding againstDIP Lenders, the Clover Group Committee, the Senior Secured Noteholders, holders of the Old Junior Preferred Stock, holders of the Old Senior Preferred Stock and their successors, affiliates, subsidiaries, predecessorsholders of Old Common Stock and the directors, officers, directors, partners, trustees, beneficiaries, employees, agents, affiliates, representatives, attorneys attorneys, professional advisors, successors and any other advisors or consultants, and the respective heirs and estates assigns of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors haveforegoing who served in such capacities after the Petition Date (collectively, had or may have against the Berkshire/Hampden "Third Party Releasees"), or any provided, however, that the release of themeach holder of the Old Junior Preferred Stock, each holder of the Old Senior Preferred Stock and each holder of the Old Common Stock, and their respective directors, officers, employees, agents, affiliates, representatives, attorneys, professional advisors, successors and assigns shall be contingent upon the receipt by the Company and the Senior Secured Noteholders, and their respective directors, officers, employees, agents, affiliates, representatives, attorneys, professional advisors, successors and assigns, of any kindan equivalent release from such holder of the Old Junior Preferred Stock, nature the Old Senior Preferred Stock or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this AgreementOld Common Stock.

Releases. Each member (a) Conditioned upon the Closing of the Clover GroupMerger and from and after the Effective Time, on behalf of itself and its agents, officers, directors, partners, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all each of the foregoingSellers (in such capacity, as applicable (the “Clover Releasors”), hereby do release upon Buyer’s payment to the Exchange Agent of the Payment Fund of the amounts specified in Section 2.7(b) of the Merger Agreement, irrevocably releases and forever dischargedischarges each and every other Releasor and the Company, and covenant not to xxx or take any steps to further any claimBuyer, action or proceeding againstthe Surviving Corporation, Hampden or Berkshire the Seller Representative and their successorsrespective Affiliates, affiliatesshareholders, subsidiaries, predecessorspartners, officers, members, directors, partnersmanagers, trusteesemployees and agents in their capacities as such (collectively, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”)) from any claims, and each of themliabilities, from and in respect of any and all claims and causes of actioncosts, expenses, actions, suits or demands (“Claims”) however arising, whether based on any federal or state at law or right of actionin equity, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmaturedcontingent, known or unknown, which all each such Releasor and its respective heirs, successors or any of the Clover Releasors have, had or assigns may have against the Clover Releaseesor assert, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any interest in the Company, the Subsidiaries and all their respective Affiliates arising at or before the Effective Time, including, but not limited to, any such Claims arising out of (i) any Equity Securities (including any claims for the acts or omissions of any Releasees associated with the oversight, operation and causes management of actionthe Company or any Subsidiary prior to the Effective Time) (ii) the Board of Director’s negotiation, whether based on approval and/or recommendation of the Merger, (iii) any federal director or state law partnership relationship with the Company, the Subsidiaries or their respective Affiliates which such Releasor or such Releasor’s heirs, successors or assigns may have or have had at any time up to and including the Effective Time (collectively, the “Released Claims”); provided that (a) this release shall not extend to (i) any breach of the Merger Agreement, this Agreement or the other Ancillary Documents by any parties hereto or thereto, and/or (ii) any payroll expenses accrued in the Company’s Ordinary Course of Business relating to the last payroll period prior to the Closing Date, including any accrued salary or bonus, severance benefits, vacation and other employee benefits, or reimbursement of business expenses; and (b) nothing contained herein shall affect in any manner (i) the right of actionthe Releasors, directacting by and through the Seller Representative, indirect to pursue or representative defend themselves against any indemnification or other claims under the Merger Agreement or any Ancillary Document, (ii) the rights, liabilities, or obligations of any party under the Merger Agreement, including without limitation the right of any Seller to receive all the Merger Consideration to which Seller is or may become entitled under the Merger Agreement and the obligations of Buyer and the other parties under the Merger Agreement, or (iii) the rights of the Releasors to be indemnified under (A) the certificate of incorporation and bylaws of the Company and the Surviving Corporation or (B) any employment and non-competition agreement in natureexistence as of the date hereof or entered into in anticipation of the consummation of the Merger between the Seller on the one hand and Buyer, foreseen or unforeseen, matured or unmatured, known or unknown, which all the Company or any of their respective subsidiaries on the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releaseesother hand, or any of them, (iv) the rights of any kindSeller to compensation or other employment benefits earned or accrued by or for the benefit of such Seller prior to the Effective Time in respect of services performed by such Seller as an employee of the Company, nature or type whatsoever, with respect solely to the extent not paid by the Company prior to the Effective Time. Each Releasor confirms that such Releasor has been given a reasonable period within which to consider this release and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except its consequences and that the foregoing release does not release any rights and duties under such Releasor has been advised prior to executing this Agreement to consult with any attorney or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreementpersonal or financial advisor such Releasor chooses.

Releases. Each member By its execution hereof and in consideration of the Clover Group, terms herein and other accommodations granted to the Borrower on behalf of itself and its agents, officers, directors, partners, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliateseach of the Loan Parties, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx its or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, assigns and agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates Borrower on behalf of all of the foregoing, as applicable (the “Clover Releasees”), itself and each of themthe Loan Parties hereby expressly forever waives, from releases and in respect of discharges any and all claims (including cross-claims, counterclaims, and rights of setoff and recoupment), causes of action, action (whether based on any federal direct or state law or right of action, direct, indirect or representative derivative in nature), foreseen demands, suits, costs, expenses and damages (collectively, the “Claims”) any of them may, as a result of actions or unforeseeninactions occurring on or prior to the Eighth Amendment Effective Date, matured have or unmatured, known allege to have as of the date of this Amendment or unknown, which at any time thereafter (and all or defenses that may arise out of any of the Clover Releasors haveforegoing) of any nature, had description, or may have kind whatsoever, based in whole or in part on facts, whether actual, contingent or otherwise, now known, unknown, or subsequently discovered, whether arising in Law, at equity or otherwise, against the Clover ReleaseesAgent or any Lender, their respective affiliates, agents, principals, managers, managing members, members, stockholders, “controlling persons” (within the meaning of the United States federal securities laws), directors, officers, employees, attorneys, consultants, advisors, agents, trusts, trustors, beneficiaries, heirs, executors and administrators of each of the foregoing (collectively, the “Released Parties”) arising out of, or relating to, this Amendment, the Credit Agreement, the other Loan Documents and any or all of the actions and transactions contemplated hereby or thereby, including any actual or alleged performance or non-performance of any of themthe Released Parties hereunder or under the Loan Documents (the “Released Matters”). In entering into this Amendment, the Borrower on behalf of itself and each Loan Party expressly disclaims any kindreliance on any representations, nature acts, or type whatsoever, with respect to omissions by any of the Released Parties and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except hereby agrees and acknowledges that the foregoing release validity and effectiveness of the releases set forth above does not release depend in any rights and duties under this Agreement way on any such representation, acts and/or omissions or any claims the Clover Releasors may have for the breach of any accuracy, completeness, or validity thereof. The provisions of this Agreement. Hampden and Berkshire (Section 9 shall survive the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, 5 termination of this Amendment and the respective heirs Loan Documents and estates the payment in full in cash of all Obligations of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and Loan Parties under or in respect of any the Credit Agreement and other Loan Documents and all claims and causes other amounts owing thereunder. 6 [Unsecured Term Loan Credit Agreement - Amendment No. 8 Signature Page] CORRE OPPORTUNITIES QUALIFIED MASTER FUND, LP, as Lender By: __________________________________________ Name: Xxxx Xxxxxxx Title: Authorized Signatory CORRE HORIZON FUND, LP, as Lender By: __________________________________________ Name: Xxxx Xxxxxxx Title: Authorized Signatory CORRE HORIZON II FUND, LP, as Lender By: __________________________________________ Name: Xxxx Xxxxxxx Title: Authorized Signatory [Unsecured Term Loan Credit Agreement - Amendment No. 8 Signature Page] CANTOR XXXXXXXXXX SECURITIES, as Agent By: __________________________________________ Name: Xxxxx Xxxxxxx Title: Head of actionFixed Income DocuSign Envelope ID: F5EEA420-761E-43C6-803D-0054133978D3 Xxxx Xxxxx Assistant GC 3/10/2022 | 1:15 PM PDT Borrower Team, whether based on any federal or state law or right of actionInc. Team, directInc. Team, indirect or representative in natureInc. Facility Institution Term Loan Corre Term Loan Corre Term Loan Corre Annex A Register Portfolio Name Corre Opportunities Qualified Master Fund, foreseen or unforeseenLP Corre Horizon Fund, matured or unmaturedLP Corre Horizon II Fund, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreement.LP Term Loans Exchanged Term Loans $28,441,110.02 $46,284,723.00 $12,921,314.02 $10,388,344.00 $14,341,373.38 $323,539.00 $55,703,797.42 $56,996,606.00

Releases. Each member of the Clover GroupBorrower and RRI, on behalf of itself themselves and its agents, officers, directors, partners, members, managers, trustees, beneficiaries, each of their successors, predecessors, subsidiaries, principals and controlled affiliatesassigns, and the respective heirs and estates of all of the foregoingagents (collectively, as applicable (the “Clover ReleasorsReleasing Parties”), in consideration of the Administrative Agent’s and Lenders’ execution and delivery of this Agreement and for other good and valuable consideration, the receipt and sufficiency of which is hereby do release acknowledged, unconditionally, freely, voluntarily and, after consultation with counsel and becoming fully and adequately informed as to the relevant facts, circumstances and consequences, hereby expressly forever releases, waives and forever discharge, discharges (and covenant further agrees not to xxx allege, claim or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”), and each of them, from and in respect of pursue) any and all claims (including, without limitation, cross-claims, counterclaims, and rights of setoff and recoupment), rights, causes of actionaction (whether direct or derivative in nature), demands, suits, costs, expenses, and damages or defense, of any nature, description, or kind whatsoever, whether arising in contract, in tort, in law, in equity or otherwise, based in whole or in part on any federal facts or state law otherwise, whether known, unknown or right of actionsubsequently discovered, directfixed or contingent, indirect direct or representative in natureindirect, joint and/or several, secured or unsecured, due or not due, liquidated or unliquidated, asserted or unasserted, or foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Clover Releasors have, had Releasing Parties might otherwise have or may have against the Clover ReleaseesAdministrative Agent or the Lenders, or each of the foregoing’s respective past, present, or future affiliates, agents, principals, managers, managing members, members, stockholders, controlling persons (within the meaning of the United States federal securities or bankruptcy laws), directors, officers, employees, attorneys, consultants, advisors, trusts, trustors, beneficiaries, heirs, executors, administrators or other representatives (collectively, the “Releasees”), in each case on account of any conduct, condition, act, omission, event, contract, liability, obligation, demand, covenant, promise, indebtedness, claim, right, cause of action, suit, damage, defense, judgment, circumstance or matter of any kind whatsoever which existed, arose or occurred at any time prior to the date of this Agreement relating to the Loan Documents, this Agreement and/or the transactions contemplated thereby or hereby (any of themthe foregoing, a “Claim” and collectively, the “Claims”). Each of the Releasing Parties hereby expressly acknowledges and agrees that the agreements in this paragraph are intended to be in full satisfaction of all or any kind, nature alleged injuries or type whatsoever, with respect to and damages arising in connection with the Proxy ContestClaims, 2014 Annual Meetingand that with respect to the Claims, Merger that it waives, to the fullest extent permitted by applicable Law, any and all provisions, rights, and benefits conferred by any applicable U.S. federal or Merger state law, or any principle of U.S. common law, that would otherwise limit a release or discharge of any unknown Claims pursuant to this Section 11. Furthermore, each of the Releasing Parties hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee that it will not xxx (at law, in equity, in any regulatory proceeding or otherwise) any Releasee on the basis of any Claim released and/or discharged by the Releasing Parties pursuant to this Section 11. In entering into this Agreement, except the Borrower and RRI expressly disclaim any reliance on any representations, acts, or omissions by any of the Releasees and hereby agrees and acknowledges that the foregoing release validity and effectiveness of the releases set forth in this Section 11 does not release depend in any rights and duties under this Agreement way on any such representation, acts and/or omissions or any claims the Clover Releasors may have for accuracy, completeness, or validity thereof. Notwithstanding anything to the breach of any contrary, the provisions of this Agreement. Hampden paragraph, including the foregoing release, covenant and Berkshire (waivers, shall survive and remain in full force and effect regardless of the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx termination or take any steps to further any claim, action or proceeding againstexpiration of the Forbearance Period, the Clover Group and their successorsconsummation or non-consummation of transactions contemplated hereby, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors the repayment or consultants, and the respective heirs and estates prepayment of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had Loans or may have against the Berkshire/Hampden ReleaseesSecured Obligations, or any the termination of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Credit Agreement, except that the foregoing release does not release this Agreement, any rights and duties under this Agreement other Loan Document or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreementprovision hereof or thereof.

Releases. Each member In consideration of the Clover Groupagreements of Agent and Xxxxxxx contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Borrower, voluntarily, knowingly, unconditionally and irrevocably, with specific and express intent, for and on behalf of itself and all of its agentsrespective parents, officerssubsidiaries, directors, partnersaffiliates, members, managers, trustees, beneficiariespredecessors, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”)assigns, and each of themits respective current and former directors, officers, shareholders, agents, and employees, and each of its ​ ​ ​ respective predecessors, successors, heirs, and assigns (individually and collectively, the “Releasing Parties”) does hereby fully and completely release, acquit and forever discharge each of Agent, Lenders, and each their respective parents, subsidiaries, affiliates, members, managers, shareholders, directors, officers and employees, and each of their respective predecessors, successors, heirs, and assigns (individually and collectively, the “Released Parties”), of and from and in respect of any and all claims and actions, causes of action, whether based on suits, debts, disputes, damages, claims, obligations, liabilities, costs, expenses and demands of any federal or state kind whatsoever, at law or right of actionin equity, direct, indirect or representative in nature, foreseen or unforeseen, whether matured or unmatured, liquidated or unliquidated, vested or contingent, xxxxxx or inchoate, known or unknown, which all or any of unknown that the Clover Releasors have, had or may have against the Clover Releasees, Releasing Parties (or any of them) has against the Released Parties or any of them (whether directly or indirectly), based in whole or in part on facts, whether or not now known, existing on or before the date hereof, that relate to, arise out of any kind, nature or type whatsoever, with respect to and otherwise are in connection with with: (i) any or all of the Proxy ContestFinancing Documents or transactions contemplated thereby or any actions or omissions in connection therewith or (ii) any aspect of the dealings or relationships between or among any Borrower, 2014 Annual Meetingon the one hand, Merger and any or Merger Agreementall of the Released Parties, except on the other hand, relating to any or all of the documents, transactions, actions or omissions referenced in clause (i) hereof, in each case, based in whole or in part on facts, whether or not now known, existing before the date hereof. Xxxxxxxx acknowledges that the foregoing release does not release any rights is a material inducement to Agent’s and duties under each Xxxxxx’s decision to enter into this Agreement or any claims and agree to the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever dischargemodifications contemplated hereunder, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group has been relied upon by Agent and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and Xxxxxxx in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreement.therewith. ​

Releases. Each member (a) Effective as of the Clover GroupEffective Date, each Party, on behalf of itself such Party and its agentsall of such Party’s current, officersformer and future spouses, directorsheirs, partnersexecutors, members, managers, trustees, beneficiariesadministrators, successors, predecessors, subsidiaries, principals and assigns as well as all entities controlled affiliates, and the respective heirs and estates of all of the foregoingby any such Person (collectively, as applicable (the to each Party, such Party’s “Clover Releasors”), hereby do release releases and forever dischargewaives and discharges any and all claims, demands, causes of action, suits, controversies, actions, crossclaims, counterclaims, demands, debts, promises, agreements, compensatory damages, liquidated damages, punitive or exemplary damages, any other damages, claims for costs and attorneys’ fees, losses or liabilities of any nature whatsoever in law and in equity, and covenant not to xxx any other liabilities, known or take unknown, suspected or unsuspected of any steps to further nature whatsoever (collectively, “Claims”) that such Party or any claimof the other Releasors of such Party ever had, action now have, or proceeding againstmight have (whether arising under contract, Hampden under law or Berkshire in tort) against any other Party or any of their respective current, former, and their successors, future affiliates, subsidiaries, predecessorsparents, related companies, portfolio companies, controlling shareholders, owners, divisions, directors, members, trustees, officers, directors, general partners, trustees, beneficiarieslimited partners, employees, agents, attorneys, successors, assigns, representatives, attorneys and any other advisors or consultantsinsurers, investments, and investment funds (and the respective heirs and estates of all other investment vehicles any of the foregoingforegoing manage and/or for which they perform services) (collectively, as applicable (the for each releasing Party, such releasing Party’s “Clover Releasees” and each, a “Releasee”), and each of themReleasee’s respective current, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Clover Releasors have, had or may have against the Clover Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever dischargeformer, and covenant not to xxx or take any steps to further any claimfuture spouse, action or proceeding againstheirs, the Clover Group and their executors, administrators, successors, assigns, directors, members, trustees, controlling shareholders, subsidiaries, general partners, limited partners, affiliates, subsidiariesrelated companies, predecessorsdivisions, officers, directors, partners, trustees, beneficiaries, employees, agents, insurers, representatives, attorneys and attorneys, arising at any other advisors or consultants, time prior to and including the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of actionEffective Date, whether based on such Claims are known to such Party or unknown to such Party, whether such Claims are accrued or contingent, in each case to the extent relating to or arising from any federal or state law or right of action, direct, indirect or representative Released Matters. When used in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger this Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreement.“

Releases. Each member (a) Conditioned upon the Closing of the Clover GroupMerger and from and after the Effective Time, on behalf the undersigned (in such capacity, “Releasor”), upon Buyer’s payment to the Exchange Agent of itself the Payment Fund of amounts specified in Section 2.7(b) of the Merger Agreement, hereby irrevocably releases and its agentsdischarges each and every other Seller Party and the Company, Buyer, the Surviving Corporation, Seller Representative and their respective affiliates, shareholders, subsidiaries, partners, officers, members, directors, partners, members, managers, trusteesemployees and agents in their capacities as such (collectively, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”)) from any claims, and each of themliabilities, from and in respect of any and all claims and causes of actioncosts, expenses, actions, suits or demands (“Claims”) however arising, whether based on any federal or state at law or right of actionin equity, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmaturedcontingent, known or unknown, which all Releasor and Releasor’s respective heirs, successors or any of the Clover Releasors have, had or assigns may have against the Clover Releaseesor assert, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any interest in the Company, its subsidiaries and all their respective affiliates arising at or before the Effective Time, including, but not limited to, any such Claims arising out of (i) any shares of Company Common Stock or Preferred Stock or any Rights to Capital Stock (including any claims for the acts or omissions of any other Seller Party associated with the oversight, operation and causes management of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all the Company or any of its subsidiaries prior to the Berkshire/Hampden Releasors haveEffective Time), (ii) the Board of Director’s negotiation, approval and/or recommendation of the Merger, or (iii) any director or partnership relationship with the Company, its subsidiaries or their respective affiliates which Releasor or Releasor’s heirs, successors or assigns may have or have had at any time up to and including the Effective Time (collectively, the “Released Claims”); provided that (a) this release shall not extend to (i) any breach of the Merger Agreement or the Ancillary Documents by any parties thereto, and/or (ii) any payroll expenses accrued in the Company’s ordinary course of business relating to the last payroll period prior to the Closing Date, including any accrued salary or bonus, severance benefits, vacation and other employee benefits, or reimbursement of business expenses; and (b) nothing contained herein shall affect in any manner (i) the right of Releasor, acting by and through Seller Representative, to pursue or defend themselves against any indemnification or other claims under the Merger Agreement or any Ancillary Document, (ii) the rights, liabilities, or obligations of any party under the Merger Agreement, including without limitation the right of any Seller Party to receive all the Merger Consideration to which Seller Party is or may have against become entitled under the Berkshire/Hampden ReleaseesMerger Agreement and the obligations of Buyer and the other parties under the Merger Agreement, (iii) the rights of Releasor to be indemnified under (A) the certificate of incorporation and bylaws of the Company and the Surviving Corporation or (B) any employment and non-competition agreement in existence as of the date of the Merger Agreement or entered into in anticipation of the consummation of the Merger between Releasor on the one hand and Buyer, the Company or any of themtheir respective subsidiaries on the other hand, or (iv) the rights of any kind, nature Releasor to compensation or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger other employment benefits earned or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement accrued by or any claims the Berkshire/Hampden Releasors may have for the breach benefit of any provisions Releasor prior to the Effective Time in respect of this Agreementservices performed by Releasor as an employee of the Company, solely to the extent not paid by the Company prior to the Effective Time.

Releases. Each member (a) Effective as of the Clover GroupClosing, each Seller, severally and not jointly, on behalf of itself and, except for the Company and its Subsidiaries, for each of its direct and indirect Affiliates, Subsidiaries, subdivisions, successors, predecessors, shareholders, partners, members, managers and assigns, and their present and former officers, directors, legal representatives, employees, agents, and attorneys and other professionals, and their heirs, executors, administrators, trustees, successors and assigns (collectively, “Seller Releasing Parties”), hereby irrevocably releases and forever discharges and covenants not to xxx: (w) Buyer, the Company, or any of their respective direct or indirect Subsidiaries or Affiliates (collectively, the “Purchased Company Group”), (x) each of the present and former directors, managers and officers of each member of the Purchased Company Group, (y) each of the respective direct and indirect parent companies, Affiliates, Subsidiaries, subdivisions, successors, predecessors, affiliated management companies, funds or vehicles advised directly or indirectly by any such affiliated management companies, shareholders, members, managers, partners and assigns (collectively with respect to any Person, the Persons in this clause (y), the “Related Entities”) of any member of the Purchased Company Group, and (z) each of the present and former Related Entities, officers, directors, partnersmanaging and executive directors, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all managers or members of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directorsboards of managers, partners, trusteeslegal representatives, beneficiariesmanagers, employees, agents, representativesprofessional and financial advisors and sub-advisors, investment bankers, accountants, attorneys and any other advisors or consultantsprofessionals of the Persons identified in clauses (x) and (y) immediately above, and the respective heirs family members, estates, assets, trusts, heirs, executors, administrators, trustees, successors and estates assigns of the Persons identified in clauses (w), (x), (y) and (z) immediately above (collectively all of the foregoingforegoing released Persons in this Section 13.15(a), as applicable (the “Clover ReleaseesCompany Released Parties”), ) of and each of them, from and in respect of any and all claims and claims, causes of action, suits, remedies, debts, liabilities, losses, demands, rights, obligations, damages, expenses, attorneys’ or other professionals’ fees whatsoever then existing or thereafter arising, whether based on any or sounding in or alleging (in whole or in part) tort, contract, negligence, strict liability, contribution, subrogation, respondeat superior, violations of federal or state securities Laws, breach of fiduciary duty, any other legal theory or otherwise, whether individual, class, direct or derivative in nature, liquidated or unliquidated, fixed or contingent, whether at law or in equity, whether based on federal, state or foreign Law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all disputed or any of undisputed, accrued or not accrued, or otherwise (collectively, “Company Claims”), that the Clover Releasors Seller Releasing Parties have, had or can, shall or may now or hereafter have against the Clover ReleaseesCompany Released Parties, from the beginning of time up to and through the Closing, that arise out of, relate to, or are in any way connected with such Seller’s past or present interest in the equity interests or debt of the Company or any of themits Affiliates, of including any kind, nature act or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releaseesomission of, or transaction, negotiation, agreement, performance or failure to perform, breach, default, circumstance or other occurrence involving, any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreement.Company Released Party related to:

Releases. Each member Effective as of the Clover GroupClosing, each Seller, on behalf of itself such Seller and its agentssuch Seller’s respective Affiliates, beneficiaries, heirs and their respective successors and assigns (each a “Releasor”), hereby releases, remises, acquits, waives, and forever discharges, irrevocably and unconditionally, the Company, the Subsidiary, Buyer, and their respective representatives and Affiliates (that currently exist or may exist in the future), successors, and assigns, and their present and former directors, managers, officers, directors, partnersshareholders, members, managersemployees, trusteesagents, attorneys, representatives, beneficiaries, heirs, successors, and assigns (each a “Releasee”), from, against and with respect to all Actions, accounts, agreements, causes of action, complaints, charges, claims, covenants, contracts, costs, damages, demands, debts, defenses, duties, expenses, executions, fees, injuries, interest, judgments, Liabilities, Losses, obligations, penalties, promises, reimbursements, remedies, suits, sums of money and torts of any kind and nature whatsoever, whether in law, equity or otherwise, direct or indirect, fixed or contingent, foreseeable or unforeseeable, liquidated or unliquidated, known or unknown, matured or unmatured, absolute or contingent, determined or determinable, that such Releasor, such Releasor’s heirs, beneficiaries, successors, predecessorsassigns and Affiliates, subsidiariesor anyone claiming through or under such Releasor, principals ever had, now has, or may hereafter have or acquire, against the Releasees for or by reason of any matter, cause or thing whatsoever occurring on or prior to the Closing Date, excluding all rights and controlled affiliates, and the respective heirs and estates of all claims: (a) for indemnification as an officer or director of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Clover Releasors have, had or may have against the Clover Releasees, or any of them, of any kind, nature or type whatsoever, Company with respect to and matters arising prior to the Closing (solely to the extent such matters were taken in connection with such Releasor’s capacity as an officer or director, as the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under case may be); (b) pursuant to this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoingAncillary Agreements, as applicable the case may be; and (c) among the “Berkshire/Hampden Releasees”), and each Sellers to the extent otherwise provided in the Termination of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Shareholders’ Agreement.

Releases. Each member of As further consideration for Administrative Agent’s and the Clover GroupLender’s entry into this Amendment, each Borrower, for itself and on behalf of itself and all its predecessors, successors, assigns, agents, employees, representatives, officers, directors, general partners, memberslimited partners, managersjoint shareholders, beneficiaries, trustees, beneficiaries, successors, predecessorsadministrators, subsidiaries, principals and controlled affiliates, employees, servants and the respective heirs and estates of all of the foregoing, as applicable attorneys (collectively the “Clover ReleasorsReleasing Parties”), hereby do release releases and forever discharge, discharges the Administrative Agent and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire each Lender and their respective successors, affiliatesassigns, subsidiariespartners, predecessorsdirectors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultantsattorneys, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”), and each of them, employees from and in respect of any and all claims and claims, demands, cross-actions, controversies, causes of action, whether based on any federal or state damages, rights, liabilities and obligations, at law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmaturedequity whatsoever, known or unknown, which all whether past, present or any of future, now held, owned or possessed by the Clover Releasors have, had or may have against the Clover ReleaseesReleasing Parties, or any of them, or which the Releasing Parties or any of them may, as a result of any kindactions or inactions occurring on or prior to the date hereof, nature hereafter hold or type whatsoeverclaim to hold under common law or statutory right, with respect to and in connection with the Proxy Contestarising, 2014 Annual Meeting, Merger directly or Merger Agreement, except that the foregoing release does not release indirectly out of any rights and duties under this Agreement Loan or any claims of the Clover Releasors may have for Loan Documents or any of the breach of documents, instruments or any provisions of other transactions relating thereto or the transactions contemplated thereby. Each Borrower understands and agrees that this Agreement. Hampden is a full, final and Berkshire (the “Berkshire/Hampden Releasors”) hereby do complete release and forever discharge, agrees that this release may be pleaded as an absolute and covenant not final bar to xxx any or take all suit or suits pending or which may hereafter be filed or prosecuted by any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoingReleasing Parties, as applicable (or anyone claiming by, through or under any of the “Berkshire/Hampden Releasees”)Releasing Parties, and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors havematters released hereby, and that no recovery on account of the matters described herein may hereafter be had or may have against the Berkshire/Hampden Releaseesfrom anyone whomsoever, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing consideration given for this release does is not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach an admission of any provisions of this Agreementliability.

Releases. Each member A. At (and subject to the occurrence of) the Closing of the Clover Groupsale of the Assets contemplated by this Agreement, on behalf of itself Buyer, Hobir Holdings, B.V., Kato Holdings, B.V., Xxxxx Investments, B.V., Kasri Holding, B.V., Tako Holding, B.V., Xxxxx Investments, B.V., Compania General de Electronica, S.A. de C.V., Inmobiliaria Industrial S.A. de C.V. and its agentsXxxxxxx Xxxxxxx Xxxxxxxx and their respective affiliates, partners, subsidiaries, heirs, administrators, executors, past and present officers, directors, partnersshareholders, membersagents, managersattorneys, trustees, beneficiaries, successorsemployees, predecessors, subsidiaries, principals successors and controlled affiliatesassigns (the "Buyer Parties") shall, and the respective heirs and estates of all of the foregoinghereby do, as applicable (the “Clover Releasors”)remise, hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire discharge Seller and their successorsaffiliates, affiliatespartners, subsidiaries, predecessors, past and present officers, directors, partnersshareholders, trusteesagents, beneficiariesattorneys, employees, agentspredecessors, representatives, attorneys successors and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable assigns (the “Clover Releasees”)"Seller Parties") of and from all claims, and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right suits, charges, complaints, debts, sums of actionmoney, directpromises, indirect or representative in demands, actions, accounts, covenants, contracts, agreements, damages, and all liabilities of every kind, nature, foreseen or unforeseendescription, matured direct or unmaturedindirect, known or unknown, matured or not matured, liquidated or unliquidated, fixed or contingent, whether arising at law or in equity which all the Buyer Parties ever had, now have or which they may have in the future against the Seller Parties with respect to matters arising from the beginning of the World to the time of Closing of the transactions contemplated hereby; provided, however, that the foregoing does not apply to or operate as a release with respect to any of the following: (i) any right of indemnification or right to insurance coverage or proceeds that Xxxxxxx Xxxxxxx Aldunate may be entitled to, if any, as a result of his having served as a Director or officer of Aerovox or Aerovox Mexico, whether pursuant to the Certificate of Incorporation or By-Laws of Aerovox, applicable law, agreement or otherwise; or (ii) any obligation or liability of the Seller or any right or remedy of the Buyer pursuant to this Agreement or any of the Clover Releasors havedocuments, had instruments or may have against agreements executed by the Clover Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and parties in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreementherewith.

Releases. Each member 5.01 Upon Final Approval, and in consideration of the Clover Grouppromises and covenants set forth in this Agreement, the Representative Plaintiffs and each Class Member who is not a Successful Opt-Out, and each of their respective spouses, children, executors, representatives, guardians, wards, heirs, estates, bankruptcy estates, bankruptcy trustees, successors, predecessors, next friends, joint tenants, tenants in common, tenants by the entirety, co-borrowers, co-obligors, co-debtors, legal representatives, attorneys, agents and assigns, and all those who claim through them or who assert claims (or could assert claims) on their behalf (including the government or bankruptcy trustees in the capacity as parens patriae or on behalf of itself creditors or estates of the releasees), and each of them (collectively and individually the “Releasing Persons”), will be deemed to have completely released and forever discharged (a) First Horizon and each of its agentspast, present, and future parents, predecessors, successors, assigns, subsidiaries, affiliates, divisions, owners, shareholders, officers, directors, partnersvendors, membersemployees, managersattorneys, or agents (alleged or actual), including Xxxxx XxXxxxx, (b) past, present, and future assignees that purchased or held Class Members’ Loans or will do so in the future, and all trusts, trustees, beneficiariesloan servicers, successorssubservicers and others who collected or benefited from the collection of Loan Interest with respect to a Loan or will do so in the future, predecessors(c) all former and subsequent assignees, subsidiariesinvestors, principals and controlled affiliatesservicers, trusts, trustees, and the respective heirs and estates of other interested parties, (d) all third parties who charged, collected or retained any of the foregoingSubject Fees, (e) anyone a Class Member could xxx for the same or similar wrongs as applicable alleged in the Action and within the scope of this Release; and (f) representatives, agents, successors in interest, and assigns of each person or entity within the scope of subparagraph (a) through (e) (collectively and individually, the “Clover ReleasorsReleased Persons”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further from any claim, action right, demand, charge, complaint, action, cause of action, obligation, or proceeding againstliability of any and every kind, Hampden including without limitation (i) those known or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors unknown or consultantscapable of being known, and (ii) those which are unknown but might be discovered or discoverable based upon facts other than or different from those facts known or believed at this time, including facts in the respective heirs possession of and estates of concealed by any Released Person, and (iii) those accrued, unaccrued, matured or not matured, all from the beginning of the foregoingworld until today (collectively, as applicable (the “Clover ReleaseesRights”), that in any way concern, relate to, or arise out of the origination of each Loan and the Loans, and including without limitation, all claims made in the Action; all Rights arising under the Missouri Second Mortgage Loan Act, R.S. Mo. § 408.231, et seq.; all Rights arising under the Missouri Merchandising Practices Act, R.S. Mo. § 407.010, et seq.; all other Rights that arise out of common law, state law, or federal law, including but not limited to claims under consumer protection statutes, including but not limited to, the federal Truth-in-Lending Act and the Real Estate Settlement Procedures Act, or which arise at law or in equity, under any local rules or procedures, under contract, or under any state or federal law regarding second mortgage loan fees or interest, deceptive advertising, or unfair or deceptive trade practices, it being the intention of this Release to buy complete and utter peace for the benefit of each of them, the Released Persons from and against any formal or informal claim concerning, related in respect of any and all claims and causes of action, whether based on any federal way to or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Clover Releasors have, had or may have against the Clover Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and arising in connection with the Proxy Contestorigination of each Loan and the Loans; provided however, 2014 Annual Meetingthat (i) any claim or dispute that a Class Member has against or with any current, Merger former or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach future servicer of any provisions Loan arising out of the servicing of the Loan (other than arising out of a contention that requires as an element of the dispute proof of liability or error traceable to a matter released in the main clause of this AgreementSection, such as that Loan Interest was or is not owing or collectible due to an alleged violation of the MSMLA) are expressly excluded from this Release and (ii) any claim or dispute arising out of the origination of any Loan, other than a claim or dispute under the Missouri Second Mortgage Loan Act, R.S. Mo. § 408.231 et seq., is expressly excluded from this Release if and only if and to the extent that such claim or dispute is raised as a defense to foreclosure on the Loan. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever dischargeThis Release shall be included as part of any judgment, so that all released Rights shall be barred by res judicata, collateral estoppel, issue preclusion, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreementsimilar principles.

Releases. Each member (a) In consideration of the Clover Groupagreements of the Company, HPS, the Consenting Preferred Equityholders, Advent and Barclays contained herein and in the Definitive Documents, and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, except with respect to the representations, warranties and/or covenants of the Company, HPS, the Consenting Preferred Equityholders, Advent and Barclays contained in the Definitive Documents and any other related transaction documents, (I) each Company Party, on behalf of itself and its agentssuccessors, officersassigns, directorsand other legal representatives (the “Company Releasing Parties”), hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges HPS, Barclays, each Consenting Preferred Equityholder, and Advent, and, in each case, its successors and assigns, and its present and former shareholders, direct and indirect owners, partners, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successorsconsultants, affiliates, subsidiaries, divisions, predecessors, officers, directors, partners, trustees, beneficiariesofficers, employees, agents, attorneys, accountants, investment bankers, consultants and other representatives, attorneys and all Persons acting by, through, under or in concert with any other advisors or consultantsof them, and the respective heirs and estates of all of the foregoing, each solely in their capacity as applicable such (the “Clover ReleaseesCompany Released Parties”), (II) HPS, on behalf of itself and its successors, assigns, and other legal representatives (the “HPS Releasing Parties”), hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges each Company Party, Consenting Preferred Equityholders (solely in such equityholder’s capacity as a Consenting Preferred Equityholder), Barclays and Advent, and, in each case, its successors and assigns, and its present and former shareholders, direct and indirect owners, partners, members, managers, consultants, affiliates, subsidiaries, divisions, predecessors, directors, officers, employees, agents, attorneys, accountants, investment bankers, consultants and other representatives, and all Persons acting by, through, under or in concert with any of them, and each solely in their capacity as such (the “HPS Released Parties”), (III) each Consenting Preferred Equityholder, on behalf of itself and its successors, assigns, and other legal representatives (the “Consenting Preferred Equityholder Releasing Parties”), hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges each Company Party, HPS, Barclays and Advent and, in each case, its successors and assigns, and its present and former shareholders, direct and indirect owners, partners, members, managers, consultants, affiliates, subsidiaries, divisions, predecessors, directors, officers, employees, agents, attorneys, accountants, investment bankers, consultants and other representatives, and all Persons acting by, through, under or in concert with any of them, and each solely in their capacity as such (the “Consenting Preferred Equityholder Released Parties”), (IV) Advent, on behalf of itself and its successors, assigns, and other legal representatives (the “Advent Releasing Parties”), hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges each Company Party, HPS, Barclays and each Consenting Preferred Equity Holder, and, in each case, its successors and assigns, and its present and former shareholders, direct and indirect owners, partners, members, managers, consultants, affiliates, subsidiaries, divisions, predecessors, directors, officers, employees, agents, attorneys, accountants, investment bankers, consultants and other representatives, and all Persons acting by, through, under or in concert with any of them, and each solely in their capacity as such (the “Advent Released Parties”), and (V) Barclays, on behalf of itself and its successors, assigns, and other legal representatives (together with the Company Releasing Parties, the HPS Releasing Parties, the Consenting Preferred Equityholder Releasing Parties and the Advent Releasing Parties, the “Releasing Parties”) (each of (I)-(V) in their capacities as such), hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges each Company Party, HPS, each Consenting Preferred Equity Holder and Advent, and, in each case, its successors and assigns, and its present and former shareholders, direct and indirect owners, partners, members, managers, consultants, affiliates, subsidiaries, divisions, predecessors, directors, officers, employees, agents, attorneys, accountants, investment bankers, consultants and other representatives, and all Persons acting by, through, under or in concert with any of them, and each solely in their capacity as such (together with the Company Released Parties, the HPS Released Parties, the Consenting Preferred Equityholder Released Parties and the Advent Released Parties, each in their capacities as such, the “Released Parties”), in each case, of and from and in respect of any and all claims and demands, actions, causes of action, whether based on suits, covenants, contracts, controversies, agreements, promises, sums of money, accounts, bills, reckonings, damages and any federal or state law or right and all other claims, counterclaims, defenses, recoupment, rights of actionsetoff, directdemands and liabilities whatsoever (individually, indirect or representative in a “Claim” and collectively, “Claims”) of every name and nature, foreseen or unforeseen, matured or unmatured, known or unknown, contingent or mature, suspected or unsuspected, both at law and in equity which all any Releasing Party may now or hereafter own, hold, have or claim to have against the applicable Released Parties (as specified in this section 6(a)) or any of them for or on account of, or in relation to, or in any way in connection with the Company, the Company’s subsidiaries, the Transaction, actions taken to consummate the Transaction or any of the Clover Releasors havetransactions contemplated thereunder or related thereto, had and entry into the Definitive Documents; provided, that, (i) the release set forth in this Section 6(a) shall not be effective unless the Closing Date shall have occurred and (ii) nothing in this Section 6(a) shall be construed to (x) release the Released Parties from any (1) gross negligence, willful misconduct, or actual fraud, in each case as determined by a final order of a court of competent jurisdiction where such order is not subject to appeal, (2) Claims that arise solely from or relate to acts or omissions occurring after the Closing Date, (3) liability arising from or in connection with any pending shareholder or derivative actions filed against the Company or any of its officers and directors or any pending SEC inquiry or demand for information, or (4) obligations under, or waive any right to enforce, the terms of the Definitive Documents; or (y) (1) impact any Parties’ rights, as applicable and if any, to enforce the terms of the Loan Documents, including, without limitation, the indemnification provisions set forth therein, (2) constitute a waiver of any default or Event of Default arising thereunder or limit in any respect, any rights, remedies, powers, privileges and defenses that the Administrative Agent, the Consenting First Lien Lenders or any other lenders under the Credit Agreement have or may have against arising as the Clover Releasees, or any of them, result of any kind, nature Default or type whatsoever, with respect to and in connection with Event of Default that has occurred or that may occur under the Proxy Contest, 2014 Annual Meeting, Merger Credit Agreement or Merger Agreement, except that the foregoing release does not other Loan Documents or (3) waive or release any rights indemnification and duties under this other obligations that are expressly stated in the Credit Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden other Loan Document as surviving that respective agreement’s termination which shall remain in full force and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreementeffect.

Releases. Each member Except as to the rights, duties, obligations, representations, and warranties created by or contained in this Agreement, and except as otherwise provided expressly herein (i.e., the Notis Lenders’ Exclusion and the Goh Exclusion, each as defined forth below), and upon the full execution and delivery of this Agreement, each of the Clover GroupNotis Parties, on behalf the one hand, and each of itself the PCH Parties, on the other hand (collectively, the “Notis/PCH Releasing Parties”), hereby release and its agentsforever discharge each other, and each of their respective past, present, and future officers, directors, partnersstockholders, managers, managing agents, owners, members, managersemployees, attorneys, insurers, principals, partners, partnerships, spouses, trusts, trustees, beneficiariespredecessors, successors, predecessorsagents, heirs, executors, assigns, divisions, subsidiaries, principals and controlled affiliatesparents, corporations, limited liability companies, and the respective heirs and estates of all of the foregoingpartnerships, as applicable (the “Clover Releasors”)accountants, hereby do release and forever dischargeadministrators, and covenant not to xxx or take any steps to further any claimrepresentatives, action or proceeding against, Hampden or Berkshire and their successorstransferees, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and related entities of any other advisors or consultantskind, and the respective heirs and estates of all persons acting by, through, under, or in concert with any or all of the foregoingthem (each, such Notis/PCH Releasing Party’s “Respective Affiliates,” which shall not include Mx. Xxx and/or Mystic, LLC, in any capacity of his other than derivatively in his capacity as applicable (the “Clover Releasees”)a minority equity holder of PCH) jointly and severally, of and each of them, from and in respect of any and all claims rights, claims, debts, losses, demands, acts, contracts, agreements, liabilities, obligations, damages, costs, fees (including, without limitation, all attorney, consultant and expert fees and costs), expenses, duties, breaches, actions, lawsuits, allegations, causes of action, whether based on any federal or state law or right and/or suits of action, direct, indirect or representative in every nature, foreseen or unforeseencharacter, matured or unmaturedand description, whether known or unknown, which all suspected or any of unsuspected, disclosed or undisclosed, legal or equitable, that the Clover Releasors haveReleasing Parties or their Respective Affiliates, individually or collectively, had or claimed to have, and/or that the Releasing Parties or their Respective Affiliates, individually or collectively, may now, or in the future, have or claim to have, against the Clover Releaseeseach other, their Respective Affiliates, or any of them, that in any way allegedly or actually arose from, or are related to, directly or indirectly, any and all of the Disputes that took place on or before the Effective Date. Such Releases shall include the Notis/PCH Releasing Parties’ respective rights and obligations, if any, under or in connection with each of the Notis Financing Documents, the PCH SPA, the PCH/Trava MSA, the Pxxxx Employment Agreement, PCH/SDO MSA, the CPF Agreement, the PCH B-S Agreement, the Kxxxxx Employment Agreement, and the PCH/SDO Release and the transactions contemplated thereby and thereunder. Except as to the rights, duties, obligations, representations, and warranties created by or contained in this Agreement, and except as otherwise provided expressly herein (i.e., the Notis Lenders’ Exclusion and the Goh Exclusion), and upon the full execution and delivery of this Agreement, each of the Notis Lenders, on the one hand, and each of the PCH Parties, on the other hand (collectively, the “Notis Lenders/PCH Releasing Parties”), hereby release and forever discharge each other, and each of their respective past, present, and future officers, directors, stockholders, managers, managing agents, owners, members, employees, attorneys, insurers, principals, partners, partnerships, spouses, trusts, trustees, predecessors, successors, agents, heirs, executors, assigns, divisions, subsidiaries, parents, corporations, limited liability companies, and partnerships, accountants, administrators, representatives, transferees, affiliates, related entities of any kind, nature and all persons acting by, through, under, or type whatsoever, in concert with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger any or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoingthem (each, such Notis Lenders/PCH Releasing Party’s “Respective Affiliates,” which shall not include Mx. Xxx and/or Mystic, LLC in any capacity of his other than derivatively in his capacity as applicable (the “Berkshire/Hampden Releasees”a minority equity holder of PCH), jointly and each severally, of them, and from and in respect of any and all claims rights, claims, debts, losses, demands, acts, contracts, agreements, liabilities, obligations, damages, costs, fees (including, without limitation, all attorney, consultant and expert fees and costs), expenses, duties, breaches, actions, lawsuits, allegations, causes of action, whether based on any federal or state law or right and/or suits of action, direct, indirect or representative in every nature, foreseen or unforeseencharacter, matured or unmaturedand description, whether known or unknown, which all suspected or any of unsuspected, disclosed or undisclosed, legal or equitable, that the Berkshire/Hampden Releasors haveReleasing Parties or their Respective Affiliates, individually or collectively, had or claimed to have, and/or that the Releasing Parties or their Respective Affiliates, individually or collectively, may now, or in the future, have or claim to have, against the Berkshire/Hampden Releaseeseach other, their Respective Affiliates, or any of them, that in any way allegedly or actually arose from, or are related to, directly or indirectly, any and all of any kindthe Disputes that took place on or before the Effective Date. Such Releases shall include the Notis Lenders/PCH Releasing Parties’ respective rights and obligations, nature if any, under or type whatsoever, with respect to and in connection with each of the Proxy ContestNotis Financing Documents, 2014 Annual Meetingthe PCH SPA, Merger or Merger the PCH/Trava MSA, the Pxxxx Employment Agreement, except PCH/SDO MSA, the CPF Agreement, the PCH B-S Agreement, the Kxxxxx Employment Agreement, and the PCH/SDO Release and the transactions contemplated thereby and thereunder. Settlement Agreement and Mutual Release Notis/PCH et al. For clarity and, as appropriate, for limitation, the Notis Parties and the Notis Lenders acknowledge and agree that the foregoing releases contained herein shall not and shall not be deemed to act as any release does not release by any of the Notis Parties or any of the Notis Lenders of any or all of the respective rights and duties under this Agreement obligations that any or any claims the Berkshire/Hampden Releasors all of such Parties may have against the other in respect of the Notis Financing Documents and the transactions contemplated thereby (the “Notis Lenders’ Exclusion”). For additional clarity and, as appropriate, for the breach of additional limitation, notwithstanding any provisions other provision of this Agreement, each of the Parties acknowledges and agrees that the releases contained herein shall not and shall not be deemed to act as any release by any of the Parties of any or all claims of any nature that any may have in respect of Mx. Xxx and/or Mystic, LLC in any capacity, other than derivatively in his/its capacity as a minority equity holder of PCH and does not affect or apply to any other claims or rights that Mx. Xxx or Mystic, LLC has or may have against any other Party, individual and/or entity (the “Goh Exclusion”).

Releases. Each member (a) Effective as of the Clover GroupClosing, Holdco and each Stockholder (personally and as an officer, manager, director and/or employee of the Company or any Subsidiary), on Holdco’s and such Stockholder’s own behalf and on behalf of itself such Stockholder’s Affiliates, including without limitation derivatively, to the fullest extent legally possible, hereby completely and its agentsforever releases, officers, directors, partners, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals waives and controlled affiliatesdischarges, and the respective heirs and estates of all of the foregoingshall be forever precluded from asserting, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasees”), and each of them, from and in respect of any and all claims and claims, obligations, suits, judgments, damages, demands, debts, rights, causes of actionaction and Liabilities, of any kind or nature, whether based on any federal liquidated or state law unliquidated, fixed or right of action, direct, indirect or representative in nature, foreseen or unforeseencontingent, matured or unmatured, known or unknown, which all foreseen or any of unforeseen, whether or not hidden or concealed, then existing in Law, equity or otherwise, that Holdco or such Stockholder and its Affiliates, including without limitation derivatively, to the Clover Releasors havefullest extent legally possible, has, had or may have against the Clover ReleaseesPurchaser, Parent, the Company, their respective Subsidiaries and their respective present or former directors, officers, employees, management, predecessors, successors, members, attorneys, accountants, underwriters, investment bankers, financial advisors, appraisers, representatives and agents acting in such capacity, that are based in whole or in part on any act, omission, transaction or other occurrence taking place on or prior to the Closing Date, other than (i) accrued but unpaid compensation, perquisites or other benefits due Holdco or such Stockholder as an employee of, or vendor or independent contractor to, the Company or any of themits Subsidiaries, (ii) any rights under the Transaction Agreements to which Holdco and such Stockholder is entitled, or (iii) any rights of directors and officers of the Company or any kindof its Subsidiaries to indemnification and exculpation pursuant to the organizational documents of such Person to the extent covered by the Tail Policy. In making this waiver, nature each of Holdco and such Stockholder acknowledges that he may hereafter discover facts in addition to or type whatsoever, different from those which each of Holdco and such Stockholder now believes to be true with respect to the subject matter released herein, but agrees that Holdco and each such Stockholder has taken that possibility into account in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under reaching this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not as to xxx or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), which Holdco and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of such Stockholder expressly assumes the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this Agreement.risk. 38

Releases. Each member Upon Closing, each of the Clover GroupParties, on behalf of itself and its agentssuccessors or assigns (collectively, the “Releasing Parties”), in consideration of the Consenting Convertible Noteholders’ and Consenting Oasis Noteholder’s execution of this Agreement and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, unconditionally, freely, voluntarily and, after consultation with counsel and becoming fully and adequately informed as to the relevant facts, circumstances and consequences, releases, waives and forever discharges (and further agrees not to allege, claim or pursue) any and all claims, rights, causes of action, counterclaims or defense of any kind whatsoever, in contract, in tort, in law or in equity, whether known or unknown, fixed or contingent, direct or indirect, joint and/or several, secured or unsecured, due or not due, liquidated or unliquidated, asserted or unasserted, or foreseen or unforeseen, which any of the Releasing Parties might otherwise have or may have against any of the other Releasing Parties and their predecessors, successors and assigns, Affiliates, managed accounts or funds, and all of their respective current and former officers, directors, partnersprincipals, stockholders (and any fund managers, fiduciaries or other agents of stockholders with any involvement related to JAKKS), members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, advisory board members, financial advisors, attorneys, accountants, investment bankers, consultants, representatives, attorneys management companies, fund advisors and any other advisors or consultantsprofessionals, and the such persons’ respective heirs heirs, executors, estates, servants and estates of all nominees (any of the foregoing, as applicable (a “Related Party,” and collectively, the “Clover Releasees”), and ) in each of them, from and in respect case on account of any and all claims and causes conduct, condition, act, omission, event, contract, liability, obligation, demand, covenant, promise, indebtedness, claim, right, cause of action, whether based on suit, damage, defense, judgment, circumstance or matter of any federal kind whatsoever which existed, arose or state law occurred at any time prior to the date of this Agreement relating to the New Common Equity, the New Preferred Equity, the Notes, this Agreement and/or the transactions contemplated thereby or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or hereby (any of the Clover Releasors haveforegoing, had a “Claim” and collectively, the “Claims”); provided; however, that nothing in this Agreement, including, without limitation, in Section 6.13 and this Section 6.15, shall operate to waive or may have against the Clover Releaseesrelease (i) any Claim arising from or relating to any act or omission of a Released Party that constitutes fraud, willful misconduct, gross negligence or a criminal act, or (ii) any of them, obligations of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties party under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx other Transaction Document or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and under any other advisors document or consultants, and instrument executed in connection with the respective heirs and estates of all transactions contemplated by this Agreement or any other Transaction Documents. Each of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), Releasing Parties expressly acknowledges and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoeveragrees, with respect to the Claims released pursuant to this Section 6.15, that it waives, to the fullest extent permitted by applicable law, any and all provisions, rights and benefits conferred by any applicable U.S. federal or state law, or any principle of U.S. common law, including Section 1542 of the California Civil Code, that would otherwise limit a release or discharge of any unknown Claims pursuant to this Section 6.15. Furthermore, each of the Releasing Parties hereby absolutely, unconditionally and irrevocably covenants and agrees with and in connection with favor of each Releasee that it will not sxx (at law, in equity, in any regulatory proceeding or otherwise) any Releasee on the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach basis of any provisions of Claim released and/or discharged by the Releasing Parties pursuant to this AgreementSection 6.15.

Releases. Each member As of the Clover Group, on behalf Closing: (a) each of itself Buyer and its agents, officers, directors, partners, members, managers, trustees, beneficiaries, successors, predecessors, subsidiaries, principals and controlled affiliates, and the respective heirs and estates of all of the foregoingSubsidiaries (including, as applicable of immediately following the Closing, the Acquired Companies) (the each, a “Clover ReleasorsReleasing Buyer Person”), hereby do release releases and forever dischargedischarges Sellers and each of its Affiliates, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliatesassigns, subsidiariesformer, predecessorscurrent or future direct or indirect stockholders, equity holders, controlling persons, portfolio companies, directors, officers, directorsemployees, partnersincorporators, managers, members, trustees, beneficiaries, employeesgeneral or limited partners, agents, representativesattorneys or other Representatives (in each case, attorneys and any other advisors or consultantssolely in their capacities as such) (each, and the respective heirs and estates of a “Released Seller Person”) from all of the foregoingdebts, as applicable (the “Clover Releasees”)demands, and each of them, from and in respect of any and all claims and causes of action, whether based on suits, covenants, torts, damages and any federal or state law or right and all claims, defenses, offsets, judgments, demands and liabilities whatsoever, of action, direct, indirect or representative in every name and nature, foreseen or unforeseen, matured or unmaturedboth at law and in equity, known or unknown, which all accrued or unaccrued, that have been or could have been asserted against any Released Seller Person, that any Releasing Buyer Person has or ever had, that arises out of or in any way relates to events, circumstances or actions occurring, existing or taken prior to or as of the Clover Releasors haveClosing Date in respect of matters relating to the Acquired Companies, had or may have against the Clover Releaseesand (b) each of Sellers and their Subsidiaries (each, or any of thema “Releasing Seller Person”), of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Clover Releasors may have for the breach of any provisions of this Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release releases and forever dischargedischarges Buyer and each of its Affiliates (including, and covenant not to xxx or take any steps to further any claim, action or proceeding againstas of immediately following the Closing, the Clover Group and their Acquired Companies), successors, affiliatesassigns, subsidiariesformer, predecessorscurrent or future direct or indirect stockholders, equity holders, controlling persons, portfolio companies, directors, officers, directorsemployees, partnersincorporators, managers, members, trustees, beneficiaries, employeesgeneral or limited partners, agents, representativesattorneys or other Representatives (in each case, attorneys and any other advisors or consultantssolely in their capacities as such) (each, and the respective heirs and estates of a “Released Buyer Person”) from all of the foregoingdebts, as applicable (the “Berkshire/Hampden Releasees”)demands, and each of them, from and in respect of any and all claims and causes of action, whether based on suits, covenants, torts, damages and any federal or state law or right and all claims, defenses, offsets, judgments, demands and liabilities whatsoever, of action, direct, indirect or representative in every name and nature, foreseen or unforeseen, matured or unmaturedboth at law and in equity, known or unknown, which all accrued or unaccrued, that have been or could have been asserted against any Released Buyer Person, that any Releasing Seller Person has or ever had, that arises out of or in any way relates to events, circumstances or actions occurring, existing or taken prior to or as of the Berkshire/Hampden Releasors haveClosing Date in respect of matters relating to the Acquired Companies; provided, had or may have against however, that the Berkshire/Hampden Releasees, or any of them, Parties acknowledge and agree that this Section 11.13 does not apply to and shall not constitute a release of any kind, nature rights or type whatsoever, with respect obligations to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger extent arising under this Agreement, except that the foregoing release does not release any rights and duties under this Ancillary Agreement or any claims the Berkshire/Hampden Releasors may have for the breach certificate or other instrument delivered by or on behalf of any provisions of either Party pursuant to this Agreement.

Releases. Each member Effective immediately prior to the Effective Time, in consideration of mutual releases, covenants, licenses, agreements, rights and other good and valuable consideration, the Clover Groupreceipt and sufficiency of which is hereby acknowledged, on behalf of Parent, as to itself and its agentspast, present and future Affiliates (including, from and after the Effective Time, the Company), and its and their respective successors, predecessors, assigns, heirs, officers, directors, partnersemployees, consultants and trustees, on the one hand (in each case, solely in their capacities as such), and each Consenting Party, as to itself or himself and its or his past, present and future Affiliates, and its or his and their respective successors, predecessors, assigns, heirs, officers, members of the board of managers, members, managers, employees, consultants and trustees, beneficiarieson the other hand (in each case, solely in their capacities as such), hereby (a) releases, acquits and forever discharges the other and its or his past, present and future Affiliates and its or his and their respective successors, predecessors, subsidiariesassigns, principals and controlled affiliates, and the respective heirs and estates of all of the foregoing, as applicable (the “Clover Releasors”), hereby do release and forever discharge, and covenant not to xxx or take any steps to further any claim, action or proceeding against, Hampden or Berkshire and their successors, affiliates, subsidiaries, predecessorsheirs, officers, directors, partnersmembers of the board of managers, trusteesmembers, beneficiariesmanagers, employees, agentsconsultants and trustees (in each case, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates of all of the foregoing, solely in their capacities as applicable (the “Clover Releasees”such), and each of them, from and in respect of and from, and (b) agrees not to bring any Action against the other and its or his past, present and future Affiliates and its or his and their respective successors, predecessors, assigns, heirs, officers, directors, members of the board of managers, members, managers, employees, consultants and trustees (in each case, solely in their capacities as such) related to or arising out of, in the case of each of clause (a) and (b), any and all claims and debts, demands, Actions, causes of action, whether based on suits, accounts, covenants, Contracts, agreements, torts, damages and any federal or state law or right and all claims, defenses, offsets, Judgments, demands and Liabilities whatsoever, of action, direct, indirect or representative in every name and nature, foreseen or unforeseen, matured or unmaturedboth at law and in equity, known or unknown, suspected or unsuspected, accrued or unaccrued, which all have been or could have been asserted against such other Person, which the releasing Person has or ever had which arise out of or in any way relate or are incidental to events, circumstances or actions taken by such other Person prior to or as of the Effective Time; provided, however, that the foregoing general release shall not (i) affect any Person's right to enforce any Transaction Agreement, any MSD Transaction Document or any of the Clover Releasors have, had or may have against the Clover Releasees, Newco I/R Agreement or any of them, of provision herein or therein in accordance with its terms or (ii) apply to any kind, nature act or type whatsoever, omission which constitutes fraud in the inducement with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger any Transaction Agreement, except that the foregoing release does not release any rights and duties under this Agreement MSD Transaction Document or any claims Newco I/R Agreement. For the Clover Releasors may have for the breach of any provisions purposes of this Section 4.01, no Newco Company (as defined in the Restructuring Agreement. Hampden and Berkshire (the “Berkshire/Hampden Releasors”) hereby do release and forever discharge, and covenant not to xxx is or take any steps to further any claim, action or proceeding against, the Clover Group and their successors, affiliates, subsidiaries, predecessors, officers, directors, partners, trustees, beneficiaries, employees, agents, representatives, attorneys and any other advisors or consultants, and the respective heirs and estates ever has been an Affiliate of all of the foregoing, as applicable (the “Berkshire/Hampden Releasees”), and each of them, from and in respect of any and all claims and causes of action, whether based on any federal or state law or right of action, direct, indirect or representative in nature, foreseen or unforeseen, matured or unmatured, known or unknown, which all or any of the Berkshire/Hampden Releasors have, had or may have against the Berkshire/Hampden Releasees, or any of them, of any kind, nature or type whatsoever, with respect to and in connection with the Proxy Contest, 2014 Annual Meeting, Merger or Merger Agreement, except that the foregoing release does not release any rights and duties under this Agreement or any claims the Berkshire/Hampden Releasors may have for the breach of any provisions of this AgreementParent.