Mutual Release Indemnification Sample Clauses
The "Mutual Release; Indemnification" clause serves to release both parties from certain claims or liabilities arising from their prior relationship or agreement, while also establishing obligations for one or both parties to compensate the other for specific losses or damages. In practice, this clause typically means that each party agrees not to pursue legal action against the other for past actions related to the contract, and may require one party to cover costs if the other is sued by a third party due to actions covered by the agreement. Its core function is to provide a clean break between the parties by resolving past disputes and allocating responsibility for future claims, thereby reducing the risk of ongoing or future litigation.
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Mutual Release Indemnification. In recognition of the joint occupancy of the Subleased Premises by BRRE and BRG MANAGER (and, as applicable, a Permitted Designee), subject to the other terms hereof (including, without limitation the provisions of Sections 8, 13 or 15), each Party covenants and agrees to release the other Party from all Claims of any nature whatsoever arising out of (i) the injury to or death of any person or damage to property, in, upon, or at the Subleased Premises; (ii) such Party’s use and occupancy of the Subleased Premises or the business conducted by such Party therein; (iii) any act by such Party or its Indemnitees (as defined below) relating to the Subleased Premises; and (iv) the breach by such Party of any of its covenants hereunder. The foregoing notwithstanding, such release of Claims shall not apply to Claims (1) arising out of the gross negligence or willful misconduct of any Party or its Indemnitees, (2) asserted by G▇▇▇▇ ▇▇▇▇▇▇▇▇ or Prime Landlord, or any party claiming by, through or under, G▇▇▇▇ ▇▇▇▇▇▇▇▇ or Prime Landlord, arising out of or resulting from the actions, omissions, negligence or willful misconduct of any Party or its Indemnitees, (3) any Claims for which BRRE is liable pursuant to Section 8 above, (4) relating to the confidentiality provisions of Section 11 above or (5) resulting from a default by any Party of its express obligations hereunder (collectively, the “Unreleased Claims”), and each Party hereby agrees to defend, indemnify and hold harmless the other Party hereto and its Indemnitees from and against all Unreleased Claims. As used herein, the term “Indemnitees” shall mean, as applicable, the BRG MANAGER Indemnitees or the BRRE Indemnitees. As used herein, the term “BRRE Indemnitees” shall mean collectively the Bluerock Entities and any of the officers, trustees, directors, partners, beneficiaries, joint venturers, members and stockholders thereof.
Mutual Release Indemnification. (a) For and in consideration of the agreements by the parties as contained herein, the sufficiency of which is hereby acknowledged,
(i) the Company and the Bank do hereby and for their respective successors and assigns irrevocably and unconditionally release, acquit and forever discharge ▇▇▇▇▇▇▇▇▇, his heirs, executors, administrators and assigns (the "▇▇▇▇▇▇▇▇▇ Releasees") of and from any and all claims, actions, causes of action, demands, rights, damages, costs and all other expenses whatsoever (collectively "claims"), arising prior to or on the date hereof in any way out of the employment relationship between ▇▇▇▇▇▇▇▇▇ and the Company or the Bank which the Company or the Bank now has, owns, or holds, or claims to have, own, or hold, or which the Company or the Bank at any time heretofore had, owned, or held, or claimed to have, own, or hold, or which the Company or the Bank at any time hereafter (based on any occurrence, action, or omission, federal, state or common law, tort, contract or otherwise, and whether or not a "continuing violation", on or before the date of this Agreement) may have, own, or hold, or claim to have, own, or hold, against each or any of the ▇▇▇▇▇▇▇▇▇ Releasees, and
(ii) ▇▇▇▇▇▇▇▇▇ does hereby and for his heirs, executors, administrators, and assigns KNOWINGLY, VOLUNTARILY, IRREVOCABLY AND UNCONDITIONALLY RELEASE, ACQUIT, AND FOREVER DISCHARGE the Company, the Bank, each subsidiary and affiliate of the Company, their officers, agents, servants, and successors (“the Company and Bank Releasees”), of and from any and all claims, actions, causes of action, demands, rights, damages, costs and all other expenses whatsoever (collectively "claims"), arising prior to or on the date hereof in any way out of the employment relationship between ▇▇▇▇▇▇▇▇▇ and the Company or the Bank which ▇▇▇▇▇▇▇▇▇ now has, owns, or holds, or claims to have, own, or hold, or which ▇▇▇▇▇▇▇▇▇ at any time heretofore had, owned, or held, or claimed to have, own, or hold, or which ▇▇▇▇▇▇▇▇▇ at any time hereafter (based on any occurrence, action, or omission, federal, state, or common law, tort, contract or otherwise, and whether or not a "continuing violation", on or before the Effective Date of this Agreement) may have, own, or hold, or claim to have, own, or hold, against each or any of the Company and the Bank Releasees, whether arising under Title VII of the Civil Rights Act of 1964, as amended by the Civil Rights Act of 1991 and otherwise, 42 U.S.C. § 2000e et...
Mutual Release Indemnification. 19 6.1. Release of Pre-Closing Claims.................................................................19
Mutual Release Indemnification. 58 SECTION 4.01
Mutual Release Indemnification