Company Released Claims Sample Clauses
The "Company Released Claims" clause serves to formally release the company from certain legal claims or liabilities that may arise from a specific event, transaction, or relationship. In practice, this clause typically specifies the types of claims being released, such as those related to employment, contract disputes, or other potential grievances, and may outline any exceptions to the release. Its core function is to provide legal certainty and finality by preventing the releasing party from pursuing future claims against the company for matters covered by the agreement, thereby reducing the risk of litigation and ensuring a clear resolution of potential disputes.
Company Released Claims. From and after the date hereof, and in exchange for entering into the Supplemental Indenture Transactions by the Consenting Noteholders and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Issuer and each Guarantor (on behalf of itself and each of its predecessors, successors, assigns, agents, Subsidiaries, controlled Affiliates and representatives (and in turn on behalf of the predecessors, successors, assignees, agents, Subsidiaries and representatives of any such Persons)) hereby finally and forever releases and discharges the Other Released Parties1 and their respective property, in each case, to the fullest extent permitted under applicable law, from any and all causes of action and any other claims, debts, obligations, duties, rights, suits, damages, actions, derivative claims, remedies, and liabilities whatsoever, whether known or unknown, foreseen or unforeseen, in law, at equity, or otherwise, sounding in tort, contract, or based on any other legal or equitable principle, including, without limitation, violation of any securities law (federal, state or foreign), misrepresentation (whether intended or negligent), breach of duty (including any duty of candor), or any domestic or foreign law similar to the foregoing, based in whole or in part upon any act or omission, transaction, or other occurrence or circumstance taking place, being omitted, existing or otherwise arising on or prior to the date hereof arising from, relating to, or in connection with (x) the Notes and the Indenture, (y) the Supplemental Indenture Transactions or (z) the negotiation, formulation, or preparation of this Supplemental Indenture, the Supplemental Indenture Transaction Documents or the related guarantees, agreements, amendments, instruments, or other documents, including, in each case, those that the Issuer or the Guarantors or any holder of a claim against or interest in such entities or any other entity could have been legally entitled to assert derivatively or on behalf of any other entity (collectively, the “Company Released Claims”). From and after the date hereof, each of the Issuer and each Guarantor hereby covenants and agrees not to, directly or indirectly, bring, maintain, or encourage any cause of action or other claim or proceeding against an Other Released Party relating to or arising out of any Company Released Claim. Each of the Issuer and the Guarantors further stipulates and agrees with respect to a...
Company Released Claims. The Company, on behalf of itself, its affiliates, parents, subsidiaries, and related entities, and its and each of their respective current and former officers, directors, and boards of directors, including the transferees, successors, agents, and assigns of each of the foregoing (collectively, the “Company Releasors”), hereby irrevocably and unconditionally release, acquit and forever discharge Executive, including Executive’s heirs, successors, and assigns (collectively, the “Executive Released Parties”), from any and all charges, complaints, claims, liabilities, obligations, promises, agreements, controversies, damages, actions, causes of action, suits, rights, demands, costs, losses, debts and expenses (including attorneys’ fees and costs actually incurred) of any nature whatsoever, known or unknown, suspected or unsuspected, that any or all of the Company Releasors now has, or has ever had, or ever shall have, against any of the Executive Released Parties by reason of any and all acts, omissions, events, circumstances or facts existing or occurring through the date on which this Agreement is executed by the Company (the claims released in this Section 4(e) are collectively referred to as the “Company Released Claims”).
Company Released Claims. Further, the Company Releasors agree not to encourage any other person or suggest any other person that he, she or it institute any legal action against Executive with respect to the Company Released Claims. The Company Releasors hereby agree to waive the right to any relief (monetary or otherwise) in any action, suit or proceeding the Company Releasors may bring in violation of this Release Agreement. Notwithstanding anything to the contrary contained in clause C above or this clause D or anywhere else in this Agreement, the Company Releasors do not release the Executive from any and all claims related to fraudulent or criminal activity, which adversely affect the Company.
Company Released Claims. Upon the effectiveness of this Separation and Release, the Company releases you (the “Company Release”) and forever discharges you of and from any and all claims, actions, causes of action, complaints, charges, demands, rights, damages, debts, sums of money, accounts, financial obligations, suits, expenses, attorneys’ fees and liabilities of whatever kind or nature, in law, equity or otherwise, whether accrued, absolute, contingent, unliquidated or otherwise, and whether now known, unknown, suspected or unsuspected, which the Company now has, owns or holds, or has at any time prior to the date of this Separation and Release had, owned or held, against you arising out of or in connection with your service as an employee, officer and/or director of the Company, its subsidiaries and predecessors, excepting only:
Company Released Claims. In consideration of the benefits provided to the Company under this Release, the Company, on behalf of itself and all of its predecessors, successors, transferees, assignors, and assigns, and anyone claiming by, through, or on behalf of them, hereby fully and completely releases, acquits and forever discharges Executive, her heirs, executors and assigns, of and from any and all claims, demands, damages, causes of action, debts, liabilities, controversies, judgments, and suits of every kind and nature whatsoever which the Company has had, now has, or may have against Executive based on information which is known by the Company’s General Counsel as of the day before the Effective Date (the “Company Released Claims”).
Company Released Claims. Subject to the representations and warranties set forth in Paragraph 4 below, the Company, on behalf of itself, its affiliates, parents, subsidiaries, and related entities, and its and each of their respective current and former officers, directors, and boards of directors, including the transferees, successors, agents, and assigns of each of the foregoing (collectively, the “Company Releasors”), hereby irrevocably and unconditionally release, acquit and forever discharge Director, including Director’s heirs, successors, and assigns (collectively, the “Director Released Parties”), from any and all charges, complaints, claims, liabilities, obligations, promises, agreements, controversies, damages, actions, causes of action, suits, rights, demands, costs, losses, debts and expenses (including attorneys’ fees and costs actually incurred) of any nature whatsoever, known or unknown, suspected or unsuspected, that any or all of the Company Releasors now has, or has ever had, or ever shall have, against any of the Director Released Parties by reason of any and all acts, omissions, events, circumstances or facts existing or occurring through the date on which this Agreement is executed by the Company (the claims released in this Section 3(c) are collectively referred to as the “Company Released Claims”). For the avoidance of doubt, this release extends to Director in both his corporate and individual capacities and bars any claim by the Company or any of its affiliates, officers, directors, employees, or agents, whether asserted directly, derivatively, or otherwise, arising from or related to Director’s service with or separation from the Company.
Company Released Claims. From and after the date hereof, and in exchange for entering into the Supplemental Indenture Transactions by the Consenting Noteholders and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Issuer and each Guarantor (on behalf of itself and each of its predecessors, successors, assigns, agents, Subsidiaries, controlled Affiliates and representatives (and in turn on behalf of the predecessors, successors, assignees, agents, Subsidiaries and representatives of any such Persons)) hereby finally and forever releases and discharges the Other Released Parties1 and their respective
Company Released Claims. The Company, PubCo and Merger Sub, for themselves, and on behalf of each of their respective Affiliates, equity holders, partners, joint venturers, lenders, administrators, Representatives, shareholders, parents, Subsidiaries, officers, directors, attorneys, agents, employees, legatees, devisees, executors, trustees, beneficiaries, insurers, predecessors, successors, heirs and assigns, hereby absolutely, forever and fully release and discharge SPAC, Sponsor and their Affiliates and each of their respective present and former direct and indirect equity holders, directors, officers, employees, predecessors, partners, shareholders, joint venturers, administrators, representatives, Affiliates, attorneys, agents, brokers, insurers, parents, Subsidiaries, successors, heirs, and assigns, and each of them, from all claims, contentions, rights, debts, liabilities, demands, accounts, reckonings, obligations, duties, promises, costs, expenses (including, without limitation, attorneys’ fees and costs), liens, indemnification rights, damages, losses, actions, and causes of action, of any kind whatsoever, whether due or owing in the past, present or future and whether based upon contract, tort, statute or any other legal or equitable theory of recovery, and whether known or unknown, suspected or unsuspected, asserted or unasserted, fixed or contingent, matured or unmatured, with respect to, pertaining to, based on, arising out of, resulting from, or relating to the Business Combination Agreement, the other Transaction Documents and the Transactions (collectively, the “Company Released Claims”).