Mutual Release and Indemnification a. Xxxxxxxx, on behalf of himself, his spouse, children, heirs, successors and assigns, executors, administrators, personal representatives and legal representatives (collectively, the “Fxxxxxxx Parties”), hereby fully and irrevocably releases, acquits, and discharges Applica and its predecessors, current and former subsidiaries and divisions, present and former directors, officers, shareholders, principals, controlling persons, employees, affiliates, advisors, agents, successors and assigns (collectively, the “Applica Released Parties”), from any and all liabilities, rights, claims, courses of action, damages, costs (including costs of suit, attorneys’ fees and expenses) and demands of whatever nature, character, type or description, whether known or unknown, existing or potential, or suspected or unsuspected, which Fxxxxxxx or any of the other Fxxxxxxx Parties has, or has ever had, or may hereafter have, against any of the Applica Released Parties in connection with the Employment Agreement and his employment and consultancy with Applica; and simultaneously Applica, on behalf of itself and its affiliates, successors and assigns (collectively, the “Applica Parties”), hereby fully and irrevocably releases, acquits, and discharges Fxxxxxxx and the other Fxxxxxxx Parties (collectively, the “Fxxxxxxx Released Parties”), from any and all liabilities, rights, claims, courses of action, damages, costs (including costs of suit, attorneys’ fees and expenses) and demands of whatever nature, character, type or description, whether known or unknown, existing or potential, or suspected or unsuspected, which Applica or any of the other Applica Parties has, or has ever had, or may hereafter have, against any of the Fxxxxxxx Released Parties in connection with the Employment Agreement; provided, however, that nothing contained herein shall operate to release any obligation of Fxxxxxxx or Applica, as the case may be, arising under this Agreement, including, without limitation, the obligations contained in Sections 1 and 2 hereof.
b. Xxxxxxxx, on behalf of himself and each of the other Fxxxxxxx Parties, and Applica, on behalf of itself and each of the other Applica Parties, hereby irrevocably covenants to refrain from, directly and indirectly, asserting any claim or demand, or commencing, instituting or causing to be commenced, any proceeding of any kind against the Applica Released Parties or the Fxxxxxxx Released Parties, as the case may be, based upon any matter purport...
Mutual Release and Indemnification a. In consideration for and as a condition to the payments and benefits provided by Tecstar to Xxxx under Section 2 of this Agreement, Xxxx hereby agrees to execute a Release Certificate in the form attached hereto as Exhibit X. Xxxx agrees to indemnify, defend and the Released Parties (as defined in the Release Certificate) harmless from any and all claims arising from Xxxx’x breach of this Agreement or the Release Certificate.
b. In consideration for Xxxx’x execution of this Agreement and the Release Certificate, Tecstar and Quantum, for themselves and each of their affiliates, agree to release Xxxx from any and all claims of any kind, known and unknown, which they may now have or have ever had against Xxxx or arising out of Xxxx’x employment relationship with them. Notwithstanding the foregoing, Xxxx acknowledges and agrees that the foregoing release of any claim shall not apply and shall have no effect to the extent the claim is based on any fraudulent act or omission of Xxxx. Tecstar/Quantum agree to indemnify, defend and hold Xxxx harmless from any and all claims (i) asserted by Tecstar/Quantum against Xxxx with respect to a released claim and (ii) asserted by Xxxx against Tecstar/Quantum arising from Tecstar/Quantum’s breach of this Agreement.
c. Tecstar and Quantum further agree to indemnify Xxxx for any obligations that Xxxx may have under any personal guarantees executed by Goad during the course of his employment with Tecstar, provided that, such guarantees (i) were given in support of a legal obligation of Tecstar, (ii) were executed by Goad in connection with his employment or status as an owner of Tecstar, and (iii) were executed by Xxxx in good faith and in furtherance of the best interests of Tecstar.
Mutual Release and Indemnification. RF expressly releases and holds harmless Agricon and its officers, directors and affiliates, from all liability for claims and/or damages of whatever nature related to or arising out of this Agreement. Reciprocally, Agricon for its officers, directors and affiliates, expressly releases and hold harmless RF, from all liability for claims and/or damages of whatever nature related to or arising out of this Agreement.
Mutual Release and Indemnification. The Designated Investors and the Company, for themselves and their respective successors, officers, employees, representatives, agents, directors, heirs and assigns, hereby severally and not jointly release and forever discharge the Exiting Persons, and each of them, and their respective heirs, executors, administrators, successors, and assigns, from any and all claims, damages, actions, causes of action, judgments, liabilities, demands, costs and controversies of any kind, in law, equity or otherwise, whether known or unknown, including, but not limited to, any facts related to the Company and any other claims which any of the Designated Investors or the Company may have or had against the Exiting Persons, or any one or more of them, prior to the date of this Agreement, which released claims shall include any and all claims based on federal, state or local law, statute, public policy or otherwise.
Mutual Release and Indemnification. PM expressly releases and holds harmless Agricon and its officers, directors and affiliates, from all liability for claims and/or damages of whatever nature related to or arising out of this Agreement. Reciprocally, Agricon for its officers, directors and affiliates, expressly releases and hold harmless PM, from all liability for claims and/or damages of whatever nature related to or arising out of this Agreement.
Mutual Release and Indemnification. LN expressly releases and holds harmless Agricon and its officers, directors and affiliates, from all liability for claims and/or damages of whatever nature related to or arising out of this Agreement. Reciprocally, Agricon for its officers, directors and affiliates, expressly releases and hold harmless LN, from all liability for claims and/or damages of whatever nature related to or arising out of this Agreement.
Mutual Release and Indemnification. Solely with respect to the Ethanol Marketing Contract, the parties hereby agree as follows:
A. Dakota Ethanol hereby releases Ethanol Products and agrees to indemnify and hold Ethanol Products and its officers, directors, employees, and agents harmless from any and all claims, right to contribution or indemnity, suits, damages, injuries, demands, causes of action, obligations, agreements, debts, and liabilities whatsoever, both at law and in equity, that Dakota Ethanol may have against Ethanol Products, except for any claims for breach of this Agreement.
B. Ethanol Products hereby releases Dakota Ethanol and agrees to indemnify and hold Dakota Ethanol and its officers, directors, employees, and agents harmless from any and all claims, right to contribution or indemnity, suits, damages, injuries, demands, causes of action, obligations, agreements, debts, and liabilities whatsoever, both at law and in equity, that Ethanol Products may have against Dakota Ethanol, except for any claims for breach of this Agreement.
C. Notwithstanding the foregoing, Dakota Ethanol agrees that any and all liability related to or arising in respect of the product of Dakota Ethanol, including the quantity and quality thereof, shall remain the sole liability of Dakota Ethanol, and Dakota Ethanol shall indemnify Ethanol Products and its officers, directors, employees and agents from and against any and all claims, actions, damages, fines, penalties, liabilities and expenses, including, but not limited to, attorneys’ and other professional fees, in connection with any such liability related to or arising in respect of the product of Dakota
Mutual Release and Indemnification. BB expressly releases and holds harmless Agricon and its officers, directors and affiliates, from all liability for claims and/or damages of whatever nature related to or arising out of this Agreement. Reciprocally, Agricon for its officers, directors and affiliates, expressly releases and hold harmless BB, from all liability for claims and/or damages of whatever nature related to or arising out of this Agreement.
Mutual Release and Indemnification. JK expressly releases and holds harmless Agricon and its officers, directors and affiliates, from all liability for claims and/or damages of whatever nature related to or arising out of this Agreement. Reciprocally, Agricon for its officers, directors and affiliates, expressly releases and hold harmless JK, from all liability for claims and/or damages of whatever nature related to or arising out of this Agreement.
Mutual Release and Indemnification. JT expressly releases and holds harmless Agricon and its officers, directors and affiliates, from all liability for claims and/or damages of whatever nature related to or arising out of this Agreement. Reciprocally, Agricon for its officers, directors and affiliates, expressly releases and hold harmless JT, from all liability for claims and/or damages of whatever nature related to or arising out of this Agreement.
