Common use of Mutual General Releases Clause in Contracts

Mutual General Releases. Effective as of the date when ML ----------- ----------------------- Media receives payment of the Settlement Amount: a) Except with respect to any rights or causes of action accruing under this Settlement Agreement, ML Media, for itself, its successors and assigns, hereby waives, releases and forever discharges the Adelphia Parties, the Estate and their successors and affiliates, and each of their past, present, and future officers, directors, partners, members, employees, agents, and servants (collectively, the "ADELPHIA RELEASED PARTIES") from any and all claims, obligations, demands, actions, causes of action and liabilities, of whatsoever kind and nature, character and description, whether in law or equity, whether sounding in tort, contract or under other applicable law, whether known or unknown, and whether anticipated or unanticipated, of or to ML Media, which ML Media and its successors and assigns ever had, now have or may ever have against the Adelphia Released Parties, including, without limitation, those arising from any event, transaction, matter, circumstance or fact in any way arising out of, arising as a result of, related to, with respect to or in connection with or based in whole or in part on the Joint Venture, the State Court Action, the Recap Agreement, the Recap Action, or the Proofs of Claim (such claims, obligations, demands, actions, causes of action and liabilities referred to herein collectively as the "ML CLAIMS"); provided, however, that this release does not extend to and shall not be deemed to include, (i) Xxxxxxxx Xxxxxxxxx, P.C. and any employees or shareholders thereof and (ii) the members of the Rigas family who are or were partners in Highland. b) Except with respect to any rights or causes of action accruing under this Settlement Agreement, the Adelphia Parties and the Estate, for themselves, their successors and assigns, hereby waive, release and forever discharge ML Media and its successors and affiliates, and each of their respective past, present, and future officers, directors, partners (and past, present and future officers, directors, employees, agents and partners of the general partner of ML Media and the partners of the general partner of ML Media), members, employees, agents, and servants (collectively, the "ML MEDIA RELEASED PARTIES") from any and all claims, obligations, demands, actions, causes of action and liabilities, of whatsoever kind and nature, character and description, whether in law or equity, whether sounding in tort, contract or under other applicable law, whether known or unknown, and whether anticipated or unanticipated, of or to the Adelphia Parties, which the Adelphia Parties and their successors and assigns ever had, now have or may ever have against the ML Media Released Parties, including, without limitation, those arising from any event, transaction, matter, circumstance or fact in any way arising out of, arising as a result of, related to, with respect to or in connection with or based in whole or in part on the Joint Venture, the State Court Action, the Recap Agreement, the Recap Action or the Proof of Claims (such claims, obligations, demands, actions, causes of action and liabilities referred to herein collectively as the "ADELPHIA PARTIES CLAIMS"). c) The consequences of the foregoing waiver provisions have been explained by each of the Parties' respective counsel. Each of the Parties acknowledges that it may hereafter discover facts different from, or in addition to, those it now knows or believes to be true with respect to the ML Claims or the Adelphia Parties Claims (as the case may be), and agrees that this Settlement Agreement and the releases contained herein shall be and remain effective in all respects notwithstanding such different or additional facts or the discovery thereof. d) To the extent applicable law would not otherwise recognize the provisions of subsections (a) and (b) of this Section 2.1 as constituting a full and final release applying to all unknown and unanticipated claims, as well as those now known or disclosed, the Parties hereby expressly waive all rights or benefits which either one or both of them may have now or in the future under any such applicable law.

Mutual General Releases. Effective as of the date when ML ----------- ----------------------- Media receives payment of the Settlement Amount: (a) Except with respect Subject to any rights or causes of action accruing under this Settlement AgreementSection 5.2, ML MediaConergy hereby (i) Releases each MEMC Party and (in their respective capacities as such) the respective past and present employees, for itself, its successors and assigns, hereby waives, releases and forever discharges the Adelphia Parties, the Estate and their successors and affiliates, and each of their past, present, and future officers, directors, partners, executive board members, employeessupervisory board members and representatives of each MEMC Party (all of the foregoing, agentscollectively, the “MEMC Released Parties”) from (x) any and all Possible Claims that Conergy may have ever had, may now have or hereafter can, shall or may have against any MEMC Released Party, and servants (y) any and all Possible Liabilities which any of the MEMC Released Parties may have ever had, may now have or hereafter can, shall or may have to Conergy, in the case of each of (x) and (y) for, upon or by reason of any matter, cause or thing whatsoever from the beginning of the world to the date hereof, (ii) represents and warrants to each of the of MEMC Released Parties that it has not prior to the date hereof assigned or transferred any of the Claims and/or Liabilities Released, or intended or purported to be Released, under clause (i) of this paragraph above (collectively, the "ADELPHIA RELEASED PARTIES"“Conergy Released Claims”) from or, for the avoidance of doubt, any and all claimsClaim or Liability that, obligationsif not for any such assignment or transfer, demands, actions, causes of action and liabilities, of whatsoever kind and nature, character and description, whether in law or equity, whether sounding in tort, contract or under other applicable law, whether known or unknownwould constitute a Conergy Released Claim, and whether anticipated or unanticipated(iii) agrees to the terms of Section 5.4 below in the context of this Section 5.1(a). (b) Subject to Section 5.2, of or to ML Media, which ML Media and its successors and assigns ever had, now have or may ever have against the Adelphia Released Parties, including, without limitation, those arising from any event, transaction, matter, circumstance or fact in any way arising out of, arising as a result of, related to, with respect to or in connection with or based in whole or in part on the Joint Venture, the State Court Action, the Recap Agreement, the Recap Action, or the Proofs of Claim (such claims, obligations, demands, actions, causes of action and liabilities referred to herein collectively as the "ML CLAIMS"); provided, however, that this release does not extend to and shall not be deemed to include, each MEMC Party hereby (i) Xxxxxxxx Xxxxxxxxx, P.C. and any employees or shareholders thereof Releases Conergy and (iiin their respective capacities as such) the members of the Rigas family who are or were partners in Highland. b) Except with respect to any rights or causes of action accruing under this Settlement Agreementrespective past and present employees, the Adelphia Parties and the Estate, for themselves, their successors and assigns, hereby waive, release and forever discharge ML Media and its successors and affiliates, and each of their respective past, present, and future officers, directors, partners executive board members, supervisory board members and representatives of Conergy (and past, present and future officers, directors, employees, agents and partners all of the general partner foregoing, collectively, the “Conergy Released Parties”) from (x) any and all Possible Claims that the MEMC Parties (or either of ML Media them) may have ever had, may now have or hereafter can, shall or may have against any Conergy Released Party, and the partners (y) any and all Possible Liabilities which any of the general partner Conergy Released Parties may have ever had, may now have or hereafter can, shall or may have to the MEMC Parties (or either of ML Mediathem), membersin the case of each of (x) and (y) for, employeesupon or by reason of any matter, agentscause or thing whatsoever from the beginning of the world to the date hereof, (ii) represents and servants warrants to each of the of Conergy Released Parties that it has not assigned or transferred any of the Claims and/or Liabilities Released, or intended or purported to be Released, under clause (i) of this paragraph above (collectively, the "ML MEDIA RELEASED PARTIES"“MEMC Released Claims”) from or, for the avoidance of doubt, any and all claimsClaim or Liability that, obligationsif not for any such assignment or transfer, demands, actions, causes of action and liabilities, of whatsoever kind and nature, character and description, whether in law or equity, whether sounding in tort, contract or under other applicable law, whether known or unknownwould constitute a MEMC Released Claim, and whether anticipated or unanticipated, of or (iii) agrees to the Adelphia Parties, which terms of Section 5.4 below in the Adelphia Parties and their successors and assigns ever had, now have or may ever have against the ML Media Released Parties, including, without limitation, those arising from any event, transaction, matter, circumstance or fact in any way arising out of, arising as a result of, related to, with respect to or in connection with or based in whole or in part on the Joint Venture, the State Court Action, the Recap Agreement, the Recap Action or the Proof of Claims (such claims, obligations, demands, actions, causes of action and liabilities referred to herein collectively as the "ADELPHIA PARTIES CLAIMS"). c) The consequences of the foregoing waiver provisions have been explained by each of the Parties' respective counsel. Each of the Parties acknowledges that it may hereafter discover facts different from, or in addition to, those it now knows or believes to be true with respect to the ML Claims or the Adelphia Parties Claims (as the case may be), and agrees that this Settlement Agreement and the releases contained herein shall be and remain effective in all respects notwithstanding such different or additional facts or the discovery thereof. d) To the extent applicable law would not otherwise recognize the provisions of subsections (a) and (b) context of this Section 2.1 as constituting a full and final release applying to all unknown and unanticipated claims, as well as those now known or disclosed, the Parties hereby expressly waive all rights or benefits which either one or both of them may have now or in the future under any such applicable law5.1(b).

Mutual General Releases. Effective as (a) In consideration of the date when ML ----------- ----------------------- Media receives payment of payments to be made and the Settlement Amount: a) Except with respect benefits to any rights or causes of action accruing under this Settlement be received by Xxxxx pursuant to the Agreement, ML Mediawhich Xxxxx, individually and collectively, acknowledges are in addition to payments and benefits which Xxxxx would be entitled to receive absent the Agreement, Xxxxx, for itselfhimself/itself and his/its dependents, successors, successors in interests, assigns, heirs, trustees, executors and administrators (and his and their legal representatives of every kind), hereby forever releases, dismisses, remises and discharges Etelos, its successors predecessors, parents, subsidiaries, divisions, related or affiliated companies and assigns, hereby waives, releases and forever discharges the Adelphia Parties, the Estate and their successors and other affiliates, and each of their past, present, and future officers, directors, partnersstockholders, members, employees, agentsconsultants, heirs, successors, assigns, representatives, agents and counsel, including, without limiting the foregoing, in their individual and corporate capacities, Xxxxxxx X. Xxxxx, Xxxxxx X. X. Xxxxx, Xxxxxx X. Xxxx, Xxxxxx X. Xxx, Xxxxxx Xxxxxxxxxx, and servants Xxxxxxx X. Xxxxxx (collectively, the "ADELPHIA RELEASED PARTIES"“Releasees”) from any and all arbitrations, claims, fees (including claims for attorney’s fees), demands, causes of action, damages, suits, proceedings, actions and/or liabilities of any kind and every description, whether known or unknown (based upon any legal or equitable theory, whether contractual, common-law, statutory, decisional, federal, state, local or otherwise) (together “claims”), which Xxxxx now has or may have had for, upon, or by reason of any cause whatsoever against the Releasees, by reason of any actual or alleged act, omission, transaction, practice, conduct, occurrence, or other matter from the beginning of the world up to and including the Effective Date of this Agreement, including but not limited to: i. any and all claims in any way arising out of or relating to Xxxxxxx X. Xxxxx’x employment by or service with Etelos and the termination of such employment by or service with Etelos; ii. any and all claims of discrimination, including but not limited to claims of discrimination on the basis of sex, race, age, national origin, marital status, religion or handicap, including, specifically, but without limiting the generality of the foregoing, any claims under the Age Discrimination in Employment Act, as amended, Title VII of the Civil Rights Act of 1964, as amended, the Americans with Disabilities Act, Section 806 of the Sarbanes Oxley Act of 2002; the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) (excluding claims for accrued, vested benefits under any employee benefit plan of Etelos in accordance with the terms of such plan and applicable law); the California Fair Employment and Housing Act (“FEHA”), California Equal Pay Law, California Family Rights Act of 1991 (as amended), California Paid Family Leave Law, the California Whistleblower Protection Law; California Confidentiality of Medical Information law; California Family and Medical Leave law; California Electronic Monitoring of Employees law; any and all California Wages, Hours, and Working Conditions Laws; and iii. any and all claims of wrongful or unjust termination or breach of any contract or promise, express or implied. The release set forth herein is not intended and does not release Etelos from any of its obligations under this Agreement. (b) In consideration of Xxxxx executing this Agreement, Etelos and any of its past or present officers or directors (whether acting as agents for such entities or in their individual capacities) (hereinafter collectively referred to as the “Company Releasors”), forever release and discharge Xxxxx, from any and all claims, obligations, demands, actions, causes of action and liabilitiesaction, fees, damages, suits, proceedings, actions and/or liabilities of whatsoever any kind and nature, character and every description, whether in law or equity, whether sounding in tort, contract or under other applicable law, whether known or unknownunknown (based upon any legal or equitable theory, and whether anticipated contractual, common-law, statutory, decisional, federal, state, local or unanticipatedotherwise) (together, of or to ML Media“Claims”), which ML Media and its successors and assigns the Company Releasors ever had, now have or may ever have against Xxxxx by reason of any actual or alleged act, omission, transaction, practice, conduct, occurrence, or other matter from the Adelphia Released Partiesbeginning of the world up to and including the Effective Date of this Agreement. The release set forth herein is not intended and does not release Xxxxx from any of his obligations under this Agreement. (c) As a further consideration and inducement for this Agreement, to the extent permitted by law, Xxxxx and Etelos each hereby waives and releases any and all rights under Section 1542 of the California Civil Code or any analogous state, local, or federal law, statute, rule, order or regulation that Xxxxx and Etelos have or may have with respect to each other. California Civil Code Section 1542 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.” Xxxxx and Etelos each hereby expressly agrees that this release shall extend and apply to all unknown, unsuspected and unanticipated injuries and damages, as well as any that are now disclosed, arising prior to the parties’ execution of this Agreement. This release does not extend to those rights, which as a matter of law cannot be waived, including but not limited to unwaivable rights Xxxxx may have under the California Labor Code. Nothing in this Agreement shall limit Xxxxx’x right to file a charge or complaint with any state or federal agency or to participate or cooperate in such a manner. (d) Notwithstanding the foregoing, nothing in this Agreement shall be construed to prevent Xxxxx from filing a charge with or participating in an investigation conducted by any governmental agency, including, without limitation, those arising from the United States Equal Employment Opportunity Commission (“EEOC”) or applicable state or city fair employment practices agency, to the extent required or permitted by law. Nevertheless, Xxxxx understands and agrees that he is waiving any eventrelief available (including, transactionfor example, mattermonetary damages or reinstatement), circumstance or fact in under any way arising out of, arising as a result of, related to, with respect to or in connection with or based in whole or in part on of the Joint Venture, the State Court Action, the Recap Agreement, the Recap Action, or the Proofs of Claim (such claims, obligations, demands, actions, claims and/or causes of action and liabilities referred waived in this Agreement, including but not limited to herein collectively as financial benefit or monetary recovery from any lawsuit filed or settlement reached by the "ML CLAIMS"); provided, however, that this release does not extend to and shall not be deemed to include, (i) Xxxxxxxx Xxxxxxxxx, P.C. and any employees EEOC or shareholders thereof and (ii) the members of the Rigas family who are or were partners in Highland. b) Except anyone else with respect to any claims released and waived in this Agreement. (e) Xxxxx and Etelos each understands and acknowledges that each Party does not admit any violation of law, liability or invasion of any of his rights and that any such violation, liability or causes invasion is expressly denied. The consideration provided for this Agreement is made for the purpose of action accruing under settling and extinguishing all claims and rights (and every other similar or dissimilar matter) that Xxxxx and Etelos ever had or now may have against each other to the extent provided in this Settlement Agreement. Each Party further agrees and acknowledges that no representations, promises or inducements have been made by the other Party other than as appear in this Agreement. (f) Xxxxxxx X. Xxxxx further agrees and acknowledges that: i. The release provided for herein releases claims to and including the date of this Agreement; ii. Xxxxx has been advised by Etelos to consult with legal counsel prior to executing this Agreement, has had an opportunity to consult with and to be advised by legal counsel of his/its choice, fully understands the Adelphia Parties and the Estate, for themselves, their successors and assigns, hereby waive, release and forever discharge ML Media and its successors and affiliatesterms of this Agreement, and each of their respective pastenters into this Agreement freely, present, voluntarily and future officers, directors, partners (and past, present and future officers, directors, employees, agents and partners of the general partner of ML Media and the partners of the general partner of ML Media), members, employees, agents, and servants (collectively, the "ML MEDIA RELEASED PARTIES") from any and all claims, obligations, demands, actions, causes of action and liabilities, of whatsoever kind and nature, character and description, whether in law or equity, whether sounding in tort, contract or under other applicable law, whether known or unknown, and whether anticipated or unanticipated, of or to the Adelphia Parties, which the Adelphia Parties and their successors and assigns ever had, now have or may ever have against the ML Media Released Parties, including, without limitation, those arising from any event, transaction, matter, circumstance or fact in any way arising out of, arising as a result of, related to, with respect to or in connection with or based in whole or in part on the Joint Venture, the State Court Action, the Recap Agreement, the Recap Action or the Proof of Claims (such claims, obligations, demands, actions, causes of action and liabilities referred to herein collectively as the "ADELPHIA PARTIES CLAIMS"). c) The consequences of the foregoing waiver provisions have been explained by each of the Parties' respective counsel. Each of the Parties acknowledges that it may hereafter discover facts different from, or in addition to, those it now knows or believes intending to be true with respect to the ML Claims or the Adelphia Parties Claims (as the case may be), and agrees that this Settlement Agreement and the releases contained herein shall be and remain effective in all respects notwithstanding such different or additional facts or the discovery thereof.bound; d) To the extent applicable law would not otherwise recognize the provisions of subsections (a) and (b) of this Section 2.1 as constituting a full and final release applying to all unknown and unanticipated claims, as well as those now known or disclosed, the Parties hereby expressly waive all rights or benefits which either one or both of them may have now or in the future under any such applicable law.iii. Xxxxxxx

Mutual General Releases. Effective as (a) Releases by the Stockholder Representative. Upon Cardlytics paying all of the date when ML ----------- ----------------------- Media receives payment cash and issuing all of the Settlement Amount: ashares in full compliance with subsections 1(a) Except with respect to any rights or causes and 1(b) of action accruing under this Settlement AgreementAgreement in accordance with subsection 1(e), ML Mediathe Stockholder Representative, for on behalf of itself, its affiliates and representatives, every Company Security Holder, and any person claiming by, through, or for the benefit of any of them, and each of their respective successors and assigns, hereby fully irrevocably, unconditionally, and completely releases, relinquishes, forgives, waives, releases remises, extinguishes, acquits, and forever discharges the Adelphia PartiesCardlytics and its past and present affiliates, the Estate predecessors, successors, assigns, parent companies, subsidiaries, and their successors and affiliatesrespective representatives, and each all of their past, present, and future officers, trustees, shareholders, directors, partners, members, employees, agents, attorneys, financial representatives (including without limitation Ankura and servants (collectivelyDeloitte), the "ADELPHIA RELEASED PARTIES") and employees, and their respective successors, assigns, executors, and administrators from any and all claims, obligationscounterclaims, demands, reckonings, suits, actions, causes of action action, debts, judgments, damages, and liabilities, liabilities of any kind or nature whatsoever kind and nature, character and description(including attorney’s fees), whether in law accrued or equityfixed, whether sounding in tort, contract or under other applicable law, whether known or unknown, and whether anticipated absolute or unanticipatedcontingent, matured or unmatured, or determined or determinable, that any of the above-described releasors have now or ever had against anyone arising out of or related to ML Mediathe Merger Agreement or the Earnout Payment Amounts, which ML Media and its successors and assigns ever hadregardless of whether styled in tort, now have breach of the Merger Agreement, or may ever have against the Adelphia Released Parties, including, without limitation, those arising from any event, transaction, matter, circumstance or fact presented in any way arising out of, arising as a result of, related to, with respect to or in connection with or based in whole or in part on the Joint Venture, the State Court Action, the Recap Agreement, the Recap Action, or the Proofs of Claim (such claims, obligations, demands, actions, causes of action and liabilities referred to herein collectively as the "ML CLAIMS")other way; provided, however, that this release does not extend to and claims for breach of the Settlement Agreement shall not be deemed released, including without limitation Cardlytics’s agreement to include, (imake the cash payments as described above in subsection 1(c) Xxxxxxxx Xxxxxxxxx, P.C. and any employees or shareholders thereof and (ii1(d) the members of the Rigas family who are or were partners in Highland. b) Except accordance with respect to any rights or causes of action accruing under this Settlement Agreement, the Adelphia Parties and the Estate, for themselves, their successors and assigns, hereby waive, release and forever discharge ML Media and its successors and affiliates, and each of their respective past, present, and future officers, directors, partners (and past, present and future officers, directors, employees, agents and partners of the general partner of ML Media and the partners of the general partner of ML Media), members, employees, agents, and servants (collectively, the "ML MEDIA RELEASED PARTIES") from any and all claims, obligations, demands, actions, causes of action and liabilities, of whatsoever kind and nature, character and description, whether in law or equity, whether sounding in tort, contract or under other applicable law, whether known or unknown, and whether anticipated or unanticipated, of or to the Adelphia Parties, which the Adelphia Parties and their successors and assigns ever had, now have or may ever have against the ML Media Released Parties, including, without limitation, those arising from any event, transaction, matter, circumstance or fact in any way arising out of, arising as a result of, related to, with respect to or in connection with or based in whole or in part on the Joint Venture, the State Court Action, the Recap Agreement, the Recap Action or the Proof of Claims (such claims, obligations, demands, actions, causes of action and liabilities referred to herein collectively as the "ADELPHIA PARTIES CLAIMS"subsection 1(e). c) The consequences of the foregoing waiver provisions have been explained by each of the Parties' respective counsel. Each of the Parties acknowledges that it may hereafter discover facts different from, or in addition to, those it now knows or believes to be true with respect to the ML Claims or the Adelphia Parties Claims (as the case may be), and agrees that this Settlement Agreement and the releases contained herein shall be and remain effective in all respects notwithstanding such different or additional facts or the discovery thereof. d) To the extent applicable law would not otherwise recognize the provisions of subsections (a) and (b) of this Section 2.1 as constituting a full and final release applying to all unknown and unanticipated claims, as well as those now known or disclosed, the Parties hereby expressly waive all rights or benefits which either one or both of them may have now or in the future under any such applicable law.

Mutual General Releases. Effective as (a) In consideration of the date when ML ----------- ----------------------- Media receives payment of payments to be made and the Settlement Amount: a) Except with respect benefits to any rights or causes of action accruing under this Settlement be received by Xxxxx pursuant to the Agreement, ML Mediawhich Xxxxx, individually and collectively, acknowledges are in addition to payments and benefits which Xxxxx would be entitled to receive absent the Agreement, Xxxxx, for itselfhimself/itself and his/its dependents, successors, successors in interests, assigns, heirs, trustees, executors and administrators (and his and their legal representatives of every kind), hereby forever releases, dismisses, remises and discharges Etelos, its successors predecessors, parents, subsidiaries, divisions, related or affiliated companies and assigns, hereby waives, releases and forever discharges the Adelphia Parties, the Estate and their successors and other affiliates, and each of their past, present, and future officers, directors, partnersstockholders, members, employees, agentsconsultants, heirs, successors, assigns, representatives, agents and counsel, including, without limiting the foregoing, in their individual and corporate capacities, Xxxxxxx X. Xxxxx, Xxxxxx X. X. Xxxxx, Xxxxxx X. Xxxx, Xxxxxx X. Xxx, Xxxxxx Xxxxxxxxxx, and servants Xxxxxxx X. Xxxxxx (collectively, the "ADELPHIA RELEASED PARTIES"“Releasees”) from any and all arbitrations, claims, fees (including claims for attorney’s fees), demands, causes of action, damages, suits, proceedings, actions and/or liabilities of any kind and every description, whether known or unknown (based upon any legal or equitable theory, whether contractual, common-law, statutory, decisional, federal, state, local or otherwise) (together “claims”), which Xxxxx now has or may have had for, upon, or by reason of any cause whatsoever against the Releasees, by reason of any actual or alleged act, omission, transaction, practice, conduct, occurrence, or other matter from the beginning of the world up to and including the Effective Date of this Agreement, including but not limited to: i. any and all claims in any way arising out of or relating to Xxxxxxx X. Xxxxx’x employment by or service with Etelos and the termination of such employment by or service with Etelos; ii. any and all claims of discrimination, including but not limited to claims of discrimination on the basis of sex, race, age, national origin, marital status, religion or handicap, including, specifically, but without limiting the generality of the foregoing, any claims under the Age Discrimination in Employment Act, as amended, Title VII of the Civil Rights Act of 1964, as amended, the Americans with Disabilities Act, Section 806 of the Sarbanes Oxley Act of 2002; the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) (excluding claims for accrued, vested benefits under any employee benefit plan of Etelos in accordance with the terms of such plan and applicable law); the California Fair Employment and Housing Act (“FEHA”), California Equal Pay Law, California Family Rights Act of 1991 (as amended), California Paid Family Leave Law, the California Whistleblower Protection Law; California Confidentiality of Medical Information law; California Family and Medical Leave law; California Electronic Monitoring of Employees law; any and all California Wages, Hours, and Working Conditions Laws; and iii. any and all claims of wrongful or unjust termination or breach of any contract or promise, express or implied. The release set forth herein is not intended and does not release Etelos from any of its obligations under this Agreement. (b) In consideration of Xxxxx executing this Agreement, Etelos and any of its past or present officers or directors (whether acting as agents for such entities or in their individual capacities) (hereinafter collectively referred to as the “Company Releasors”), forever release and discharge Xxxxx, from any and all claims, obligations, demands, actions, causes of action and liabilitiesaction, fees, damages, suits, proceedings, actions and/or liabilities of whatsoever any kind and nature, character and every description, whether in law or equity, whether sounding in tort, contract or under other applicable law, whether known or unknownunknown (based upon any legal or equitable theory, and whether anticipated contractual, common-law, statutory, decisional, federal, state, local or unanticipatedotherwise) (together, of or to ML Media“Claims”), which ML Media and its successors and assigns the Company Releasors ever had, now have or may ever have against Xxxxx by reason of any actual or alleged act, omission, transaction, practice, conduct, occurrence, or other matter from the Adelphia Released Partiesbeginning of the world up to and including the Effective Date of this Agreement. The release set forth herein is not intended and does not release Xxxxx from any of his obligations under this Agreement. (c) As a further consideration and inducement for this Agreement, to the extent permitted by law, Xxxxx and Etelos each hereby waives and releases any and all rights under Section 1542 of the California Civil Code or any analogous state, local, or federal law, statute, rule, order or regulation that Xxxxx and Etelos have or may have with respect to each other. California Civil Code Section 1542 reads as follows: Xxxxx and Etelos each hereby expressly agrees that this release shall extend and apply to all unknown, unsuspected and unanticipated injuries and damages, as well as any that are now disclosed, arising prior to the parties’ execution of this Agreement. This release does not extend to those rights, which as a matter of law cannot be waived, including but not limited to unwaivable rights Xxxxx may have under the California Labor Code. Nothing in this Agreement shall limit Xxxxx’x right to file a charge or complaint with any state or federal agency or to participate or cooperate in such a manner. (d) Notwithstanding the foregoing, nothing in this Agreement shall be construed to prevent Xxxxx from filing a charge with or participating in an investigation conducted by any governmental agency, including, without limitation, those arising from the United States Equal Employment Opportunity Commission (“EEOC”) or applicable state or city fair employment practices agency, to the extent required or permitted by law. Nevertheless, Xxxxx understands and agrees that he is waiving any eventrelief available (including, transactionfor example, mattermonetary damages or reinstatement), circumstance or fact in under any way arising out of, arising as a result of, related to, with respect to or in connection with or based in whole or in part on of the Joint Venture, the State Court Action, the Recap Agreement, the Recap Action, or the Proofs of Claim (such claims, obligations, demands, actions, claims and/or causes of action and liabilities referred waived in this Agreement, including but not limited to herein collectively as financial benefit or monetary recovery from any lawsuit filed or settlement reached by the "ML CLAIMS"); provided, however, that this release does not extend to and shall not be deemed to include, (i) Xxxxxxxx Xxxxxxxxx, P.C. and any employees EEOC or shareholders thereof and (ii) the members of the Rigas family who are or were partners in Highland. b) Except anyone else with respect to any claims released and waived in this Agreement. (e) Xxxxx and Etelos each understands and acknowledges that each Party does not admit any violation of law, liability or invasion of any of his rights and that any such violation, liability or causes invasion is expressly denied. The consideration provided for this Agreement is made for the purpose of action accruing under settling and extinguishing all claims and rights (and every other similar or dissimilar matter) that Xxxxx and Etelos ever had or now may have against each other to the extent provided in this Settlement Agreement. Each Party further agrees and acknowledges that no representations, promises or inducements have been made by the other Party other than as appear in this Agreement. (f) Xxxxxxx X. Xxxxx further agrees and acknowledges that: i. The release provided for herein releases claims to and including the date of this Agreement; ii. Xxxxx has been advised by Etelos to consult with legal counsel prior to executing this Agreement, has had an opportunity to consult with and to be advised by legal counsel of his/its choice, fully understands the Adelphia Parties and the Estate, for themselves, their successors and assigns, hereby waive, release and forever discharge ML Media and its successors and affiliatesterms of this Agreement, and each of their respective pastenters into this Agreement freely, present, voluntarily and future officers, directors, partners (and past, present and future officers, directors, employees, agents and partners of the general partner of ML Media and the partners of the general partner of ML Media), members, employees, agents, and servants (collectively, the "ML MEDIA RELEASED PARTIES") from any and all claims, obligations, demands, actions, causes of action and liabilities, of whatsoever kind and nature, character and description, whether in law or equity, whether sounding in tort, contract or under other applicable law, whether known or unknown, and whether anticipated or unanticipated, of or to the Adelphia Parties, which the Adelphia Parties and their successors and assigns ever had, now have or may ever have against the ML Media Released Parties, including, without limitation, those arising from any event, transaction, matter, circumstance or fact in any way arising out of, arising as a result of, related to, with respect to or in connection with or based in whole or in part on the Joint Venture, the State Court Action, the Recap Agreement, the Recap Action or the Proof of Claims (such claims, obligations, demands, actions, causes of action and liabilities referred to herein collectively as the "ADELPHIA PARTIES CLAIMS"). c) The consequences of the foregoing waiver provisions have been explained by each of the Parties' respective counsel. Each of the Parties acknowledges that it may hereafter discover facts different from, or in addition to, those it now knows or believes intending to be true with respect to the ML Claims or the Adelphia Parties Claims (as the case may be), and agrees that this Settlement Agreement and the releases contained herein shall be and remain effective in all respects notwithstanding such different or additional facts or the discovery thereof.bound; d) To the extent applicable law would not otherwise recognize the provisions of subsections (a) and (b) of this Section 2.1 as constituting a full and final release applying to all unknown and unanticipated claims, as well as those now known or disclosed, the Parties hereby expressly waive all rights or benefits which either one or both of them may have now or in the future under any such applicable law.iii. Xxxxxxx

Mutual General Releases. Effective as of the date when ML ----------- ----------------------- Media receives payment of the Settlement Amount: a) Except with respect to any rights or causes of action accruing under this Settlement Agreement, ML Media, for itself, its successors and assigns, hereby waives, releases and forever discharges the Adelphia Parties, the Estate and their successors and affiliates, and each of their past, present, and future officers, directors, partners, members, employees, agents, and servants (collectively, the "ADELPHIA RELEASED PARTIES"“Adelphia Released Parties”) from any and all claims, obligations, demands, actions, causes of action and liabilities, of whatsoever kind and nature, character and description, whether in law or equity, whether sounding in tort, contract or under other applicable law, whether known or unknown, and whether anticipated or unanticipated, of or to ML Media, which ML Media and its successors and assigns ever had, now have or may ever have against the Adelphia Released Parties, including, without limitation, those arising from any event, transaction, matter, circumstance or fact in any way arising out of, arising as a result of, related to, with respect to or in connection with or based in whole or in part on the Joint Venture, the State Court Action, the Recap Agreement, the Recap Action, or the Proofs of Claim (such claims, obligations, demands, actions, causes of action and liabilities referred to herein collectively as the "“ML CLAIMS"Claims”); provided, however, that this release does not extend to and shall not be deemed to include, (i) Xxxxxxxx Xxxxxxxxx, P.C. and any employees or shareholders thereof and (ii) the members of the Rigas family who are or were partners in Highland. b) Except with respect to any rights or causes of action accruing under this Settlement Agreement, the Adelphia Parties and the Estate, for themselves, their successors and assigns, hereby waive, release and forever discharge ML Media and its successors and affiliates, and each of their respective past, present, and future officers, directors, partners (and past, present and future officers, directors, employees, agents and partners of the general partner of ML Media and the partners of the general partner of ML Media), members, employees, agents, and servants (collectively, the "“ML MEDIA RELEASED PARTIES"Media Released Parties”) from any and all claims, obligations, demands, actions, causes of action and liabilities, of whatsoever kind and nature, character and description, whether in law or equity, whether sounding in tort, contract or under other applicable law, whether known or unknown, and whether anticipated or unanticipated, of or to the Adelphia Parties, which the Adelphia Parties and their successors and assigns ever had, now have or may ever have against the ML Media Released Parties, including, without limitation, those arising from any event, transaction, matter, circumstance or fact in any way arising out of, arising as a result of, related to, with respect to or in connection with or based in whole or in part on the Joint Venture, the State Court Action, the Recap Agreement, the Recap Action or the Proof of Claims (such claims, obligations, demands, actions, causes of action and liabilities referred to herein collectively as the "ADELPHIA PARTIES CLAIMS"“Adelphia Parties Claims”). c) The consequences of the foregoing waiver provisions have been explained by each of the Parties' ’ respective counsel. Each of the Parties acknowledges that it may hereafter discover facts different from, or in addition to, those it now knows or believes to be true with respect to the ML Claims or the Adelphia Parties Claims (as the case may be), and agrees that this Settlement Agreement and the releases contained herein shall be and remain effective in all respects notwithstanding such different or additional facts or the discovery thereof. d) To the extent applicable law would not otherwise recognize the provisions of subsections (a) and (b) of this Section 2.1 as constituting a full and final release applying to all unknown and unanticipated claims, as well as those now known or disclosed, the Parties hereby expressly waive all rights or benefits which either one or both of them may have now or in the future under any such applicable law.