Common use of General Releases Clause in Contracts

General Releases. For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Plaintiffs, for themselves, their administrators, representatives, executors, successors and assigns, and each of their past and present officers, directors, board members, partners, owners, members, supervisors, employees, affiliates, agents and attorneys, including, without limitation, any and all persons acting by, through, under or in concert with any of them (collectively, “Plaintiff Releasors”), do hereby irrevocably and unconditionally release, acquit and forever discharge Defendants – NYSPR, Xxxxxx, FFPC, and Xxxxxxxx X. Xxxxxxxxx Four Freedoms Park, LLC – and each of the Defendants’ past and present officers, officials, representatives, directors, partners, owners, members, board members, supervisors, employees, affiliates, agents and attorneys, successors and assigns, including without limitation, any and all persons acting by, through, under or in concert with any of them (collectively, “Defendant Releasees”), and each of them from any and all charges, complaints, claims, grievances, liabilities, obligations, promises, agreements, controversies, damages, remedies, actions, causes of action, suits, rights, demands, costs, losses, debts and expenses (including reasonable attorneys’ fees and costs that could be awarded in this Lawsuit) (collectively “Claims”) of any nature whatsoever, whether known or unknown, whether in law or equity, whether joint or several, and whether or not discoverable, including Claims arising under the United States, the Statutes, local or other governmental codes and/or statutes and/or state laws and/or city laws, Constitutions, common law, and/or claims arising out of the allegations contained in the Lawsuit which Plaintiff Releasors may have against each or any of the Defendant Releasees, which Claims arose on or before the Effective Date this Agreement, EXCEPT that Plaintiff Releasors do not release any claim to enforce the terms of this Agreement.

Appears in 1 contract

Samples: Settlement Agreement and General Releases

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General Releases. For good (a) In consideration of the payments and valuable considerationpromises made or to be made by Synergx under this Agreement, the receipt which represent consideration for signing this Agreement and sufficiency are not salary, wages, or benefits to which Xxxxxx was already entitled in connection with his employment with Synergx, Xxxxxx, on behalf of which is hereby acknowledgedeach of his heirs, Plaintiffsexecutors, for themselves, their administrators, legal representatives, executors, successors and assigns, and each of any other person or entity acting through his or on his behalf, releases and forever discharges Synergx, its present and former parent companies, subsidiaries, divisions, affiliated entities, predecessor entities, and their past respective present and present former officers, directors, board memberstrustees, partnersadministrators, executors, agents, owners, membersshareholders, supervisorsattorneys, employees, affiliatessuccessors and assigns, agents individually and attorneysin their official capacities, and their employee benefit plans and programs and their administrators and fiduciaries, together with their heirs, successors, assigns, executors, and legal representatives (collectively, the “Synergx Releasees”), from any and all claims, debts, obligations, liabilities, promises, grievances, agreements, liens, charges, demands, complaints, causes of action, damages or injuries of any kind or nature, whether arising under equity or at law, whether sounding in contract, tort or otherwise, whether known or unknown, arising out of any event, occurrence, or omission to date, which Xxxxxx had, has or may have against the Synergx Releasees, from the beginning of the world until the Effective Date of this Agreement, including, without limitation, any all claims for personal injury, negligence, wage-hour, wage-payment (and all persons acting by, through, under or in concert with any of them (collectively, “Plaintiff Releasors”wage orders and interpretations), do hereby irrevocably pension, employee benefits, discrimination on the basis of gender, disability, age, sexual orientation, race, religion, creed, national origin or any other basis upon which denial of benefits, harassment, discrimination or retaliation in employment is prohibited by any federal, state or local statute, law, regulation or ordinance, including, but not limited to, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, Age Discrimination in Employment Act of 1967, as amended, the Older Workers Benefits Protection Act, as amended, the Equal Pay Act of 1963, the Family and unconditionally releaseMedical Leave Act, acquit the Americans with Disabilities Act, the Rehabilitation Act of 1973, as amended, the Employee Retirement Income Security Act, as amended, the Civil Rights Act of 1991, as amended, Sections 1981 through 1988 of Title 42 of the United States Code, the Consolidated Omnibus Budget Reconciliation Act of 1985, the Labor Management Relations Act, as amended, the Xxxxxxxx-Xxxxx Act of 2002, the Worker Adjustment and forever discharge Defendants – NYSPRRetraining Act of 1989, Xxxxxxthe New York Executive Law, FFPCthe New York Labor Law, and Xxxxxxxx X. Xxxxxxxxx Four Freedoms Park, LLC – and each of the Defendants’ past and present officers, officials, representatives, directors, partners, owners, members, board members, supervisors, employees, affiliates, agents and attorneys, successors and assigns, including without limitation, any and all persons acting by, through, under or in concert with any of them (collectively, “Defendant Releasees”), and each of them from any and all charges, complaints, claims, grievances, liabilities, obligations, promises, agreements, controversies, damages, remedies, actions, causes of action, suits, rights, demands, costs, losses, debts and expenses (including reasonable attorneys’ fees and costs New York City Administrative Code. Xxxxxx intends that could be awarded the release contained in this Lawsuitparagraph 10(a) (collectively “Claims”) of shall discharge Synergx and Synergx Releasees to the maximum extent permitted by law. Notwithstanding the foregoing, nothing herein shall release Xxxxxx’x rights pursuant to this Agreement. Xxxxxx acknowledges and agrees that he is competent to execute this Agreement and knowingly and willingly waives any nature whatsoever, whether known or unknown, whether in law or equity, whether joint or several, and whether or not discoverable, including Claims arising under the United States, the Statutes, local or other governmental codes and/or statutes and/or state laws and/or city laws, Constitutions, common law, and/or claims arising out of the allegations contained in the Lawsuit which Plaintiff Releasors he may have against each or any of the Defendant Synergx Releasees, which Claims arose on or before the Effective Date this Agreement, EXCEPT that Plaintiff Releasors do not release any claim to enforce the terms of this Agreement.

Appears in 1 contract

Samples: Separation Agreement and General Release (Synergx Systems Inc)

General Releases. For good (a) Effective as of immediately prior to the Closing, the Rangers Subsidiary, for itself and valuable considerationfor its present subsidiaries (as well as each of their respective predecessors, successors, and assigns) and each of its past and present directors, managers, officers, employees, agents, representatives, shareholders, members, partners, owners, principals, beneficiaries, trustees and fiduciaries (as well as each of their predecessors, successors, assigns and heirs), in each case in their respective capacities as such (collectively, the “Subsidiary Releasing Parties”), for and in consideration of the execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement, the receipt and sufficiency of which is are hereby acknowledged, Plaintiffsdo hereby fully, for themselvesfinally, their administratorsand forever release, representativesacquit, executorsand discharge Seller (as well as each of its predecessors, successors successors, and assigns, ) and each of their respective past and present directors, managers, officers, directorsemployees, board agents, representatives, shareholders, members, partners, owners, membersprincipals, supervisorsAffiliates, employeessubsidiaries, affiliatesbeneficiaries, agents trustees and attorneysfiduciaries (as well as each of their respective predecessors, includingsuccessors, without limitationassigns and heirs), in each case in their respective capacities as such (collectively, the “Seller Released Parties”), from: any and all persons acting byproceedings, throughagreements, under or in concert with any of them (collectivelycontracts, “Plaintiff Releasors”)debts, do hereby irrevocably and unconditionally release, acquit and forever discharge Defendants – NYSPR, Xxxxxx, FFPC, and Xxxxxxxx X. Xxxxxxxxx Four Freedoms Park, LLC – and each of the Defendants’ past and present officers, officials, representatives, directors, partners, owners, members, board members, supervisors, employees, affiliates, agents and attorneys, successors and assigns, including without limitation, any and all persons acting by, through, under or in concert with any of them (collectively, “Defendant Releasees”), and each of them from any and all chargesdefaults, complaints, claims, grievances, liabilities, obligations, promises, agreementsduties, orders, rulings, audits, settlements, cross- actions, controversies, damages, remedies, actionsindemnities, causes of action, suitsXxxxxx, rightsliability, demandsobligations, rights against the Seller Released Parties, rights to reimbursement for fees, costs, losses, debts and expenses including consultants’ and attorney’s fees and expenses (including reasonable attorneys’ fees and costs any of the foregoing that could be awarded would arise with the giving of notice and/or the passage of time) of every nature whatsoever (whether direct or indirect, absolute or contingent, accrued or unaccrued, liquidated or unliquidated, or due or to become due) whether based upon tort, fraud, usury, act, omission, representation, failure to disclose, breach of any duty of fair dealing, default, breach of confidence, undue influence, duress, economic coercion, conflict of interest, negligence, bad faith, malpractice, intentional or negligent infliction of mental distress, tortious interference with contractual relations, tortious interference with corporate or other governance or prospective business advantage, breach of contract, deceptive trade practices, libel, slander, breach of fiduciary duty, breach of any duty of fair dealing or good faith, breach of confidence, breach of finding commitment, breach of any duty of loyalty, breach of any duty to account to the Rangers Subsidiary, breach of any other duty, appropriation of any business opportunity of the Rangers Subsidiary, dealing with the Rangers Subsidiary in this Lawsuit) an adverse manner, competitive business activity of any kind or nature, conspiracy or any other claim (such items being referred to collectively as “Claims”) ), now held, owned or possessed by any of the Subsidiary Releasing Parties, or that any nature whatsoeverof the Subsidiary Releasing Parties may hereafter hold or claim to hold from the beginning of time to the date of this Agreement, whether under contract, tort, common law, statutory right or other legal or equitable theory of recovery, known or unknown, whether arising, directly or indirectly, proximately or remotely, out of, concerning, or in law any way related to any and all documents, instruments, certifications, guaranties, indemnity agreements and other agreements of whatever kind or equitynature made, whether joint or several, and whether or not discoverable, including Claims arising under the United States, the Statutes, local or other governmental codes executed and/or statutes and/or state laws and/or city laws, Constitutions, common law, and/or claims arising out of the allegations contained in the Lawsuit which Plaintiff Releasors may have against each or any of the Defendant Releasees, which Claims arose on or before the Effective Date this Agreement, EXCEPT that Plaintiff Releasors do not release any claim to enforce the terms of this Agreementdelivered by Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement

General Releases. For good and valuable considerationEffective upon the full execution of this Settlement Agreement by the Parties, the receipt Municipality, on behalf of itself, and sufficiency of which is hereby acknowledged, Plaintiffs, for themselves, their administratorsits agents, representatives, executorspersonal representatives, subsidiaries, partners, managers, members, officers, directors, employees, shareholders, affiliates, divisions, predecessors, successors, and assigns, hereby waives, releases, relinquishes, and forever discharges any and all claims, suits, causes of action, debts, liens, demands, liabilities, obligations, covenants, controversies, agreements, promises, damages, costs, and expenses of any nature or kind whatsoever, at law or in equity, related to the MUT due or allegedly due to the Municipality on or before December 31, 2016, which it has brought or could have brought as of the date of this Settlement Agreement, against ComEd and/or any of its respective affiliates or its respective members, managers, officers, directors, shareholders, owners, partners, agents, lenders, employees, attorneys, personal representatives, successors and assigns. Contemporaneously, and as part of this mutual release, ComEd, on behalf of itself and each of their past and present its agents, representatives, personal representatives, subsidiaries, partners, managers, members, officers, directors, board employees, shareholders, affiliates, divisions, successors, predecessors and assigns, hereby waives, releases, relinquishes, and forever discharges any and all claims, suits, causes of action, debts, liens, demands, liabilities, obligations, covenants, controversies, agreements, promises, damages, costs, and expenses of any nature or kind whatsoever, at law or in equity, related to the MUT due or allegedly due to the Municipality on or before December 31, 2016, which it has brought or could have brought as of the date of this Settlement Agreement, against the Municipality and/or its respective affiliates or its respective members, managers, officers, directors, shareholders, owners, partners, ownersagents, members, supervisorslenders, employees, affiliates, agents and attorneys, including, without limitation, any and all persons acting by, through, under or in concert with any of them (collectively, “Plaintiff Releasors”), do hereby irrevocably and unconditionally release, acquit and forever discharge Defendants – NYSPR, Xxxxxx, FFPC, and Xxxxxxxx X. Xxxxxxxxx Four Freedoms Park, LLC – and each of the Defendants’ past and present officers, officials, representatives, directors, partners, owners, members, board members, supervisors, employees, affiliates, agents and attorneys, successors and assigns, including without limitation, any and all persons acting by, through, under or in concert with any of them (collectively, “Defendant Releasees”), and each of them from any and all charges, complaints, claims, grievances, liabilities, obligations, promises, agreements, controversies, damages, remedies, actions, causes of action, suits, rights, demands, costs, losses, debts and expenses (including reasonable attorneys’ fees and costs that could be awarded in this Lawsuit) (collectively “Claims”) of any nature whatsoever, whether known or unknown, whether in law or equity, whether joint or several, and whether or not discoverable, including Claims arising under the United States, the Statutes, local or other governmental codes and/or statutes and/or state laws and/or city laws, Constitutions, common law, and/or claims arising out of the allegations contained in the Lawsuit which Plaintiff Releasors may have against each or any of the Defendant Releasees, which Claims arose on or before the Effective Date this Agreement, EXCEPT that Plaintiff Releasors do not release any claim to enforce the terms of this Agreement.

Appears in 1 contract

Samples: Settlement Agreement

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General Releases. For good a. Effective immediately after receipt into the transferee account of the funds subject to the wire payment referred to in Paragraph 1 above, Repligen, on behalf of itself and valuable considerationits agents, the receipt and sufficiency of which is hereby acknowledgedservants, Plaintiffsattorneys, for themselvesemployees, their administrators, representatives, executors, successors and assigns, and each of their past and present officers, directors, board members, partnersshareholders, ownerssubsidiaries, membersparents, supervisorsAffiliates, employeespredecessors, affiliatessuccessors, agents and attorneysassigns, includingtransferees, without limitation, any representatives and all persons and entities acting by, through, under under, or in concert with them or any of them (collectively, the Plaintiff Repligen Releasors”), do hereby irrevocably and unconditionally release, acquit ) fully and forever release and discharge Defendants – NYSPR, Xxxxxx, FFPC, and Xxxxxxxx X. Xxxxxxxxx Four Freedoms Park, LLC – ImClone and each of the Defendants’ past ImClone’s current and present former agents, servants, attorneys, employees, officers, officials, representatives, directors, partners, owners, members, board membersshareholders, supervisorssubsidiaries, employeesparents, affiliatesAffiliates, agents and attorneyspredecessors, successors and successors, assigns, including without limitationtransferees, any representatives and all persons and entities acting by, through, under under, or in concert with them or any of them (collectively, the Defendant ReleaseesImClone Released Parties), and each of them ) from any and all chargesmanner of action or actions, complaintsin law or in equity, for indemnity or otherwise, claims, grievancescounterclaims, liabilitiesdemands, obligations, promises, agreements, controversies, damages, remedies, actions, cause or causes of action, suits, rightsdebts, demandsliens, costsdamages, losses, debts and expenses (including reasonable attorneys’ fees and costs that could be awarded in this Lawsuit) (collectively “Claims”) or expenses, liabilities of any nature whatsoeverkind, fees, commissions and other payments whether presently known or unknown, whether in law or equity, whether joint or several, and whether accrued or not discoverableaccrued, including Claims arising under the United Statesforeseen or not foreseen, the Statutesmatured or not matured, local asserted or other governmental codes and/or statutes and/or state laws and/or city lawsunasserted, Constitutionsfixed or contingent, common law, and/or claims arising out which any of the allegations contained in the Lawsuit which Plaintiff Repligen Releasors may have had, may claim to have had, ever had, may have, may claim to have or now have against each the ImClone Released Parties from the beginning of time until the * – Confidential Treatment Requested Effective Date, in connection with the making, use or sale of C225 (i.e., Erbitux®) and/or in connection with the making, use, or sale of IMC-11F8, including without limitation all claims for infringement of the ‘281 Patent or any of the Defendant Releaseesother existing patent together with any continuations, which Claims arose on or before the Effective Date this Agreementcontinuations-in-part, EXCEPT that Plaintiff Releasors do not release any claim to enforce the terms of this Agreementdivisions, foreign counterparts and equivalents thereto.

Appears in 1 contract

Samples: Sublicense Agreement (Repligen Corp)

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