Waivers and Releases Clause Samples
The "Waivers and Releases" clause serves to formally relinquish certain legal rights or claims that one or both parties might otherwise have under the agreement or applicable law. In practice, this clause may specify that a party agrees not to pursue legal action for specific types of losses, damages, or breaches, or that they release the other party from liability for certain events or circumstances. Its core function is to limit potential disputes and liability by ensuring that parties cannot later assert claims that they have expressly agreed to waive or release, thereby providing greater certainty and risk allocation in the contractual relationship.
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Waivers and Releases. To the extent the above provisions do not cover a contingency, the undersigned hereby expressly agrees to waive and release the ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and Artisans Market and its assignees from any and all claims, obligations, direct or indirect, known or unknown, that the undersigned may have against the ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and Artisans Market or its assignees. The undersigned hereby acknowledges the relinquishment of any and all past, present and future rights, potential or real, as they may lie against the ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and Artisans Market.
Waivers and Releases. 7.1 The rights and remedies of each party to this Agreement are, except where expressly stated to the contrary, without prejudice to any other rights and remedies available to it. No neglect, delay or indulgence by any party in enforcing any provision of this Agreement shall be construed as a waiver and no single or partial exercise of any right or remedy of any party under this Agreement shall affect or restrict the further exercise or enforcement of any such right or remedy.
7.2 The liability of any party to this Agreement may in whole or in part be released, compounded or compromised and if the other party gives time or indulgence to the person under such liability, this shall in no way prejudice or affect that party's rights against any other person under the same or similar liability.
Waivers and Releases. The Parent hereby waives notice of, and consents to, any extension of time of payment, renewals, releases of collateral, delays in obtaining or realizing upon or failures to obtain, perfect, or maintain perfection of, or realize upon collateral or other indulgence from time to time granted by any of the Administrative Agent, the Issuing Banks or any of the Lenders in respect of this Agreement, the Notes or any other Loan Document. Until the Obligations have been paid in full in cash or otherwise satisfied to the satisfaction of the Administrative Agent, the Issuing Banks and the Lenders, the Parent hereby releases the Borrowers from all, and agrees not to assert or enforce (whether by or in a legal or equitable proceeding or otherwise) any, "claims" (as defined in 11 U.S.C.Section 101(4)), whether arising under Applicable Law or otherwise, to which the Parent is or would be entitled by virtue of its obligations hereunder, any payment made pursuant hereto or the exercise by the Administrative Agent, the Issuing Banks or any of the Lenders of their rights with respect to any Collateral, including any such claims to which the Parent may be entitled as a result of any right of subrogation, exoneration or reimbursement. To the extent that the Borrowers may not be released by the Parent under this Section 2.17, the Parent agrees that, until the Obligations have been paid in full in cash or otherwise satisfied to the satisfaction of the Administrative Agent, the Issuing Banks and the Lenders, it shall not be entitled to any right of subrogation, exoneration, reimbursement or contribution in respect of any Obligations Guaranteed hereby. With respect to this Agreement and the Notes, the Parent hereby waives presentment, protest, demand of payment, notice of dishonor and all other notices and demands whatsoever. The Parent further agrees that, as between the Parent, on the one hand, and the Administrative Agent, the Issuing Banks and the Lenders, on the other hand, (i) the maturity of the Obligations Guaranteed hereby may be accelerated as provided in Section 8.2 hereof for the purposes of this Guaranty, notwithstanding any stay, injunction or other prohibition preventing such acceleration in respect of the Obligations Guaranteed hereby, and (ii) in the event of any declaration of acceleration of such Obligations as provided in Section 8.2 hereof, such Obligations (whether or not otherwise due and payable) shall forthwith become due and payable by the Parent for pur...
Waivers and Releases. Contractor shall submit conditional waivers and releases upon progress payment from Contractor and each subcontractor of any tier and supplier to be paid from current progress payment along with an unconditional waiver and release upon progress payment from Contractor and each subcontractor of any tier that received payment from the previous progress payment. Contractor shall certify as follows: “Contractor warrants title to all Work performed and materials purchased as of the date of the payment application; and Contractor warrants that all Work performed and materials purchased as of the date of the payment application are free and clear of liens, claims, security interests, or encumbrances in favor of any persons or entities making a claim by reason of having provided labor, materials, or equipment relating to the Work, except those of which District has been informed.” False Claims. Contractor is subject to the False Claims Act set forth under ORS Chapter 180 for information provided with any Application for Payment.
Waivers and Releases. MailKey and its Subsidiaries shall not waive, release, grant or transfer any rights of material value or modify or change in any material respect any Material Agreement other than in the ordinary course of business and consistent with past practice.
Waivers and Releases. School will implement a system for each participant’s parent or legal guardian to execute a waiver and release that releases HUF LLC, and its officers, directors, employees, and parent companies, for damages that result from participating in School’s football program. School may use existing waiver and add HUF LLC as a released party or may use a parent information and release form provided by HUF LLC.
Waivers and Releases. (a) In further consideration for the execution of the Side Agreement and the consummation of the transactions contemplated thereby, effective on the Effective Date (as defined below) each of EFAX and JFAX, on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successors-in-interest and assignees (collectively, the "ISSUER RELEASING PERSONS"), hereby waives and releases, to the fullest extent permitted by law, any and all claims, rights and causes of action, whether known or unknown (collectively, the "ISSUER CLAIMS"), that any of the Issuer Releasing Persons had or currently has against (i) the Holders, (ii) any of the Holders' respective current or former parents, shareholders, affiliates, subsidiaries, predecessors or assigns, or (iii) any of the Holders' or such other persons' or entities' current or former officers, directors, employees, agents, principals, investors, signatories, advisors, consultants, spouses, heirs, estates, executors, attorneys, auditors and associates and members of their immediate families (collectively, the "HOLDER RELEASED PERSONS"), arising out of or relating to the Series D Exchange Agreement, the Series A Purchase Agreement (as defined in the Series D Exchange Agreement), the Series A Certificate of Designations (as defined in the Series D Exchange Agreement), the Registration Rights Agreement (as defined in the Series A Purchase Agreement), the Warrants (as defined in the Series A Purchase Agreement), the Series B Exchange Agreement (as defined in the Series D Exchange Agreement), the Series D Certificate of Designations or the Series B Certificate of Designations (as defined in the Series D Exchange Agreement) (collectively, the "TRANSACTION DOCUMENTS") or arising out of or relating to matters leading up to the consummation of the Merger (other than arising out of or relating to the Side Agreement).
(b) In consideration of the foregoing, effective on the Effective Date each Holder, severally and not jointly, on behalf of itself and its heirs, executors, administrators, devisees, trustees, partners, directors, officers, shareholders, employees, consultants, representatives, predecessors, principals, agents, parents, associates, affiliates, subsidiaries, attorneys, accountants, successors, successo...
Waivers and Releases. The following waivers and releases shall be included in the Settlement Agreement:
(A) A disclaimer and relinquishment by the Crow Tribe of all right, jurisdiction, title, claim, or interest in the lands and minerals situated within parcel number 3 and parcel number 4.
(B) A release by the Crow Tribe of all per- sons and entities, including the United States, from any liability arising from, or related to, the 1891 survey and the subse- quent occupancy and use of parcel number 3 and parcel number 4.
Waivers and Releases. Organization requires each participant’s parent or legal guardian to execute a legally valid waiver and release that names HUF LLC as a released party for any injuries or damages that result from participating in Organization’s football program. HUF LLC will provide a model waiver form on request, but such model waiver should be reviewed by an attorney licensed in the state(s) in which Organization operates. Organization represents and warrants that it has a system in place for procuring waivers of liability and understands that HUF LLC is relying on Organization’s obtaining the waivers.
Waivers and Releases. The following waivers and releases shall be included in the Settlement Agreement:
(A) A disclaimer and relinquishment by the Crow Tribe of all right, title, claim, or interest in all the land and minerals within parcel number 1, except for the rights, titles, and interests recognized as beneficially owned by the Crow Tribe and as part of the Crow Indian Reservation in subparagraphs (B) through (D) of paragraph (1).
(B) A release by the Crow Tribe of all per- sons and entities, including the United States, from any liability arising from, or related to, the 1891 survey and the subse- quent occupancy and use of parcel number 1.