Common use of GCP Release of Grace Clause in Contracts

GCP Release of Grace. Except as provided in Sections 4.1(c) and 4.1(d), effective as of the Effective Time, GCP does hereby, for itself and each other member of the GCP Group and their respective successors and assigns, and, to the extent permitted by Law, all Persons who at any time prior to the Effective Time have been stockholders, directors, officers, agents or employees of any member of the GCP Group (in each case, in their respective capacities as such), remise, release and forever discharge (i) Grace and the members of the Grace Group, and their respective successors and assigns, (ii) all Persons who at any time prior to the Effective Time have been stockholders, directors, officers, agents or employees of any member of the Grace Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns and (iii) all Persons who at any time prior to the Effective Time are or have been stockholders, directors, officers, agents or employees of a GCP Transferred Entity and who are not, as of immediately following the Effective Time, directors, officers or employees of GCP or a member of the GCP Group, in each case from (A) all GCP Liabilities, (B) all Liabilities arising from or in connection with the transactions and all other activities to implement the Separation and the Distribution and (C) all Liabilities arising from or in connection with actions, inactions, events, omissions, conditions, facts or circumstances occurring or existing prior to the Effective Time (whether or not such Liabilities cease being contingent, mature, become known, are asserted or foreseen, or accrue, in each case before, at or after the Effective Time), in each case to the extent relating to, arising out of or resulting from the GCP Business, the GCP Assets or the GCP Liabilities.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (GCP Applied Technologies Inc.), Separation and Distribution Agreement (GCP Applied Technologies Inc.), Separation and Distribution Agreement (GCP Applied Technologies Inc.)

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GCP Release of Grace. Except as provided in Sections 4.1(c) and 4.1(d), effective as of the Effective Time, GCP does hereby, for itself and each other member of the GCP Group and their respective successors and assigns, and, to the extent permitted by Law, all Persons who at any time prior to the Effective Time have been stockholders, directors, officers, agents or employees of any member of the GCP Group (in each case, in their respective capacities as such), remise, release and forever discharge (i) Grace and the members of the Grace Group, and their respective successors and assigns, and (ii) all Persons who at any time prior to the Effective Time have been stockholders, directors, officers, agents or employees of any member of the Grace Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns and (iii) all Persons who at any time prior to the Effective Time are or have been stockholders, directors, officers, agents or employees of a GCP Transferred Entity and who are not, as of immediately following the Effective Time, directors, officers or employees of GCP or a member of the GCP Group, in each case from (A) all GCP Liabilities, (B) all Liabilities arising from or in connection with the transactions and all other activities to implement the Separation and the Distribution and (C) all Liabilities arising from or in connection with actions, inactions, events, omissions, conditions, facts or circumstances occurring or existing prior to the Effective Time (whether or not such Liabilities cease being contingent, mature, become known, are asserted or foreseen, or accrue, in each case before, at or after the Effective Time), in each case to the extent relating to, arising out of or resulting from the GCP Business, the GCP Assets or the GCP Liabilities.

Appears in 2 contracts

Samples: Separation and Distribution Agreement (W R Grace & Co), Separation and Distribution Agreement (GCP Applied Technologies Inc.)

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