Mutual Release and Discharge. 1.1. In consideration of the payments, covenants, consideration, and Terms and Conditions set forth herein this Agreement, the sufficiency of which is hereby acknowledged, Releasors and each of them, for themselves and their successors and assigns, and any and all others claiming through them or on their behalf, hereby completely release, acquit and forever discharge Releasees and each of them of and from any and all claims, demands, obligations, actions, causes of action, rights, damages, costs, losses of services, expenses and compensation of any nature whatsoever, whether based in tort, contract, or other theories of recovery, and whether for compensatory or punitive damages or for declaratory or injunctive relief, whether known or unknown, past or present or suspected or unsuspected, which were raised or might have been raised in connection with the Litigation or in any way relate to or arise out of the facts or circumstances alleged within the pleadings of the litigation, or which relate to or arise out of the Asset Purchase Agreement and related documents, or which arise out of or relate to the corporate operations and governance of MedCom and Card. This Agreement shall be fully binding and a complete settlement between Releasors and Releasees of all claims by Releasors, except as set forth herein in paragraphs 2.4 and 2.
1.2. In consideration of the payments, covenants, consideration, and Terms and Conditions set forth herein this Agreement, the sufficiency of which is hereby acknowledged, Releasees and each of them, for themselves and their successors and assigns, and any and all others claiming through them or on their behalf, hereby completely release, acquit and forever discharge Releasors and each of them of and from any and all claims, demands, obligations, actions, causes of action, rights, damages, costs, losses of services, expenses and compensation of any nature whatsoever, whether based in tort, contract, or other theories of recovery, and whether for compensatory or punitive damages or for declaratory or injunctive relief, whether known or unknown, past or present or suspected or unsuspected, which were raised or might have been raised in connection with the Litigation or in any way relate to or arise out of the facts or circumstances alleged within the pleadings of the litigation, or which relate to or arise out of the Asset Purchase Agreement and related documents, or which arise out of or relate to the corporate operations and governa...
Mutual Release and Discharge. 1.1 The parties hereby completely release and forever discharge each other from any and all past, present or future claims, demands, obligations, actions, causes of action, rights to damages, costs, losses of services, expenses and compensation of any nature whatsoever, whether based on a tort, contract or other theory of recovery, which either party now has, or which may hereafter accrue or otherwise be acquired on account of, or may in any way arise out of the Employment Agreement or Executive's service as an officer and/or director of the Company; provided, however, that the Company does not intend to, nor shall it be deemed hereby to have, released or discharged any claim that it may have against Executive or any other person or any entity, arising from or under (i) any act or failure to act by Executive after the termination of Executive's employment by the Company; or (ii) any act which is violative of Article 11 or Article 12 of the Employment Agreement; provided, further, that Executive does not intend, nor shall he be deemed hereby to have, released or discharged any claim that he may have against the Company relating to any failure of the Company to pay any amount due and owing (or which may hereafter become due and owing) to Executive under the Employment Agreement (including, without limitation, the Termination Payment Amount).
1.2 This Release shall also apply to the parties' past, present and future officers, directors, stockholders, attorneys, agents, servants, representatives, employees, subsidiaries, affiliates, partners, successors-in-interest, assigns, heirs and personal representatives.
1.3 Except to the extent set forth in Section 1.1, this Release on the part of the parties, shall be a fully binding and complete settlement between both parties of all claims either may have against the other arising from the employer-employee relationship between the parties (the "Relationship").
1.4 The parties acknowledge and agree that the Release set forth above is a mutual general release. The parties expressly waive and assume the risk of any and all claims for damages relating to the Relationship that exist as of the date Executive's employment with the Company ended, but of which the parties do not know or suspect to exist, whether through ignorance, oversight, error, negligence, or otherwise, and which, if known, would materially affect the parties' decision to enter into this mutual Release. It is understood and agreed to by the parties that ...
Mutual Release and Discharge. The Parties and Old Amex hereby acknowledge and agree that on and as of the Effective Date:
(i) each of the NASD, Amex and Old Amex, for itself, its Subsidiaries, Affiliates, successors in interest and assigns, hereby unconditionally releases and forever discharges Nasdaq, its Subsidiaries, Affiliates, successors, assigns and employees, from all past, present and future claims, Losses, demands, actions and causes of action of any kind or nature, whether known or unknown (collectively, Claims), arising from or relating to the Transaction Documents and from all Claims arising from or related to any relationship of the Parties prior to the Effective Date;
(ii) Nasdaq, for itself, its Subsidiaries, Affiliates, successors in interest and assigns, hereby unconditionally releases and forever discharges the NASD, Amex and Old Amex, their respective Subsidiaries, Affiliates, successors, assigns and employees, from all past, present and future Claims arising from or relating to the Transaction Documents and from all Claims arising from or related to any relationship of the Parties prior to the Effective Date; and
(iii) each of Amex and Old Amex for itself, its Subsidiaries, Affiliates, successors in interest and assigns, hereby unconditionally releases and forever discharges the NASD, its Subsidiaries, Affiliates, successors, assigns and employees, from any past, present and future Claims arising directly and solely from the provision of technologies and services by Nasdaq specified in the Technology Transition Agreement (excluding AmexOnline). Further, to the extent that performance by Nasdaq of the Technology Transition Agreement would fulfill the NASD’s or Market Group’s obligations under the Technology Agreement (the Obligations), each of Amex and Old Amex, for itself, its Subsidiaries, Affiliates, successors, in interest and assigns, hereby unconditionally releases and forever discharges the NASD, its Subsidiaries, Affiliates, successors, assigns and employees from any past, present, and future Claims arising directly and solely from the Obligations under the Technology Agreement. *****. The Parties and Old Amex also hereby ratify NASD’s assumption, and its agreement to be bound by, to comply with and to timely pay, perform and/or discharge all Liabilities and obligations of Market Group under the Transaction Documents.
Mutual Release and Discharge. In exchange for the consideration set forth in this Agreement and except as otherwise set forth herein, the Parties hereby release and forever mutually discharge each other Party and its respective heirs, executors, administrators as well as each of its respective past, present and future directors, officers, attorneys, employees, agents, servants, representatives, partners, members, vendors, independent contractors, parents, subsidiaries, affiliates, insurers, predecessors and successors in interests, and assigns with respect to any and all legal, equitable, or other claims, counterclaims, demands, setoffs, defenses, contracts, accounts, suits, debts, agreements, actions, causes of action, sums of money, reckonings, bonds, bills, specialties, covenants, promises, variances, trespasses, damages, extents, executions, judgments, findings, controversies, related to or stemming from the facts as set forth in the Amended Complaint.
Mutual Release and Discharge. 1.1 The parties hereby completely release and forever discharge each other from any and all past, present or future claims, demands, obligations, actions, causes of action, rights to damages, costs, losses of services, expenses and compensation of any nature whatsoever, whether based on a tort, contract or other theory of recovery, which either party now has, or which may hereafter accrue or otherwise be acquired on account of, or may in any way arise out of the Employment Agreement or Executive's service as an officer and/or director of the Company; provided, however, that the Company does not intend to, nor shall it be deemed hereby to have, released or discharged any claim that it may have against Executive or any other person or any entity, arising from or under (i) any act or failure to act by Executive after the termination of Executive's employment by the Company; or (ii) any act which is violative of Article 11 or Article 12 of the Employment Agreement; provided, further, that Executive does not intend, nor shall he be deemed hereby to have, released or discharged any claim that he may have against the Company relating to any failure of the Company to pay any amount due and owing (or which may hereafter become due and owing) to Executive under the Employment Agreement (including, without limitation, the Termination Payment Amount).
Mutual Release and Discharge. Subject as provided in this Agreement, each of the Parties to the Sale and Purchase Agreement hereby releases and discharges the other from the further observance and performance of the Sale and Purchase Agreement.
Mutual Release and Discharge. 4.1 Save in relation to obligations arising under this Deed, the Parties agree that this Deed is in full and final settlement of, and that the Parties and each of their Related Parties are irrevocably wholly and unconditionally released, waived and discharged from, the Released Claims.
Mutual Release and Discharge. In consideration of the terms and conditions of this Agreement, including the both parties' obligations under this Agreement, each of the parties agree that such party or any person acting by, through or under such party, releases and forever discharges the other party, its respective predecessors, successors, partners, affiliated and related The foregoing Released Matters includes, not by way of limitation, all claims which could have been raised under common law, including retaliatory discharge and breach of contract, or statute, including, without limitation, the Age Discrimination in Employment Act of 1967, 42 U.S.C. Sections 621-634, as amended by the Older Workers Benefit Protection Act of 1990, Title VII of the Civil Rights Act of 1964, 42 U.S.C. Sections 2000e et. seq. and the Employee Retirement Income Security Act of 1974, 29 U.S.C. Sections 1001 et. seq. or any other federal or state law; except that this Release is not intended to cover any claim arising from computational or clerical errors in the calculation of the compensatory benefits provided to Employee, or benefit to which Employee may be entitled from any plan or other benefits to which Employee may be entitled under Section 3 of this Agreement. However this Release, in no fashion whatsoever, is intended to release the Company from its obligations to Hald under Article IX-Indemnification of Directors an Officers, Second Amendment to the ByLaws of FutureOne, Inc, a Nevada corporation. The Company will not amend the Articles of Incorporation in a manner that would adversely affect Hald's indemnification rights thereunder. Each party covenants and agree to forever refrain from instituting, pursuing, or in any way whatsoever aiding any claim, demand, action or cause of action or other matter released and discharged herein by the other party arising out of or in any way related to the Released Matters and the rights to recovery for any damages or compensation awarded as a result of any lawsuit brought by any third party or governmental agency on the other party's behalf. Each party further agree to indemnify all Released Parties from any and all loss, liability, damages, claims, suits, judgments, attorneys' fees and other costs and expenses of whatsoever kind or individually, they may sustain or incur as a result of or in connection with the Released Matters released and discharged by under this Agreement. Each party warrants that such party has not filed any lawsuits, charges, complaints, p...
Mutual Release and Discharge. 6.1 Save and except for any obligations arising out of the present Agreement, the COMPANY, hereto intervening, inter alia, for such purpose and the PURCHASER hereby forgive, release and discharge the VENDORS completely and unconditionally from all claims, demands, obligations, causes of action and/or other liabilities of whatever nature relating to the VENDORS' participation and association in the COMPANY and this whether for the past, present or future and the VENDORS forgive, release and discharge the COMPANY and/or the PURCHASER completely and unconditionally from and against all claims, obligations, causes of action and/or other liabilities whatsoever which in Law they had, have or may pretend to have against any one or more of the COMPANY and the PURCHASER.
6.2 Furthermore, the PURCHASER hereby indemnifies and holds Pxxxx harmless from any and all obligations or liabilities incurred or that he may have incurred as a result of his position as director and officer of the COMPANY.
Mutual Release and Discharge
