Release by Assignee. Assignee does hereby unconditionally and irrevocably forever release and discharge AirTouch, its subsidiaries and affiliates, the officers, directors, employees or agents of any of them, and the successors, assigns, legal representatives, executors, and administrators of any of them (collectively, the "AirTouch Released Parties") from all obligations and liabilities of the AirTouch Released Parties to Assignee, all agreements and understandings of the AirTouch Released Parties involving Assignee, and all claims and causes of action (whether at law or in equity) of Assignee against the AirTouch Released parties, that are a result of, involve or otherwise exist by reason of any act or omission occurring or fact or circumstance existing prior to the date hereof, provided, however, that Assignee does not release AirTouch from any obligation to pay commissions and cooperative and other advertising payments that are earned or accrued (but not yet paid) under the specific terms of the Sales Agent Agreement (subject to charge backs and set-offs as provided herein and in the Sales Agent Agreement); and provided, further, that this release does not apply to obligations and liabilities that are a result of, involve or otherwise exist by reason of (i) fraud, (ii) theft, (iii) cloning of CRS or CRS telephone numbers or equipment by AirTouch or its officers, directors, employees or agents of (iv) AirTouch's liabilities and obligations under this Agreement.
Release by Assignee. Effective upon the effectiveness of the releases set forth in Paragraphs 3 and 4 above, the Assignment Parties do hereby release and forever discharge the Walgreens Parties and the Class Parties from and against any and all liability that they now have, have had, or may have, and from all claims, demands, liens, actions, and causes of action of every kind and nature, and from all damages, injuries, losses, contributions, indemnities, compensation, obligations, costs, attorneys’ fees, and expenses of every kind and nature whatsoever, whether known or unknown, fixed or contingent, whether in law or in equity, whether asserted or unasserted, whether sounding in tort or in contract, arising out of or related in any way to the Assignor, the Assignee, the Walgreens Claim, the Class Plaintiffs Claim, the Class Action, and the Assignment; provided, however, the foregoing release shall not and shall not be deemed to apply to release, compromise, or waive (i) any and all obligations set forth in this Agreement, (ii) the Allowed Walgreens Claim and the rights attendant thereto, or (iii) the Allowed Class Claim and the rights attendant thereto. The Assignment Parties recognize that they may not now fully know the number and magnitude of all claims they now have or in the future may have against the Walgreens Parties and the Class Parties, but nevertheless intend to assume the risk that they are releasing such unknown claims. Accordingly, the Assignment Parties agree that this Agreement effects a full and final release of all such claims and as a further consideration and inducement for this Agreement, agree to waive the provisions of California Civil Code Section 1542, which provides as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.
Release by Assignee. Notwithstanding anything contained in Section 4.06 of the Lease, effective as of the Effective Date, Assignee (in its capacity as the landlord under the Lease) hereby unconditionally and irrevocably waives, releases and discharges Assignor and the other Assignor Parties from and against all Claims which Assignee or the other Assignee Parties or any of them ever had, now has, or hereafter can, shall or may in the future have, against the Assignor Parties or any of them arising out of or in any way relating to the Lease, whether arising prior to, on or after the Effective Date.
Release by Assignee. Assignee here releases Assignor from and against any and all claims, liabilities and obligations of every kind, contingent or otherwise, arising out of or related to the Assigned Liabilities.
Release by Assignee. Assignee, on behalf of itself and its affiliates, and all others claiming an interest on behalf of Assignee, do hereby absolutely and unconditionally release and forever discharge Assignor and its affiliates, predecessors, successors and assigns, and its past and present officers, directors, shareholders, employees, agents and representatives, or their respective marital communities, of and from any and all claims, causes of action, damages, costs, losses and expenses of any kind, nature or description, whether arising at law or in equity, including claims under federal or state securities laws, or other federal or state statutes, or common law or otherwise, arising exclusively out of the LLC Agreement, the Management Agreement, the Contribution Agreement, the Guaranties executed by Guarantor in connection therewith, or any of the other documents related to the Company or the transactions contemplated thereunder. Assignee is not releasing any claims related to a breach of Assignor’s representations, warranties, agreements or covenants under the Purchase Agreement except as set forth therein.
Release by Assignee. Effective as of the Transfer Date, Assignee shall and does hereby release and forever discharge Lessee, its employees, agents and representatives, from any and all liabilities or obligations, of whatever kind or nature, known or unknown, that Lessee, or its agents, employees and representatives, has, had or may have to Assignee arising out of or based upon each Lease, or the use and occupancy of each Facility by Lessee, or its agents, employees and representatives, except with respect to (i) any breach of this Agreement by Lessee or (ii) any future performance of Lessee required by this Agreement or (iii) any claim for indemnification pursuant to Section 9.3., below.
Release by Assignee. The Assignee, for itself and each of its successors, assigns, directors, officers, employees, agents, attorneys, attorneys-in-fact, consultants and advisors of or to any of the foregoing (collectively, the "Assignee Releasors") hereby acquits, waives, releases, and discharges Foothill Capital Corporation in its capacity as the lender under the Loan Documents and the Assignor hereunder, and its successors, assigns, directors, officers, employees, agents, attorneys, consultants and advisors of any of the foregoing (collectively, the "Releasees"), of and from any and all claims (including, without limitation, any liabilities, damages and causes of action to the extent arising therefrom) whatsoever, in law or in equity, whether known or unknown, which the Assignee Releasors ever had, now have, or hereinafter can, shall or may have against the Releasees by reason of any matter arising out of or related to the Loan Documents, the Loans, the Forbearance Agreement, the Intercreditor Agreement, or this Agreement, or any other actions or omissions relating in any way thereto; PROVIDED, HOWEVER, that nothing in this Section 7 shall acquit, waive, release or discharge Assignor of any representation, warranty or covenant explicitly made by Assignor in this Assignment. The Assignee Releasors specifically waive as against the Releasees any rights they, or any of them, may have under Section 1542 of the California Civil Code, which provides: A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.
Release by Assignee. To induce Assignor to sell and transfer the Assigned Rights, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Assignee hereby fully releases and discharges Assignor, its successors and assigns, and their respective officers, directors, employees, representatives, agents and affiliates, from all Claims of any kind whatsoever, whether known or unknown and whether now existing or hereafter asserted, to the extent that any such Claims arise from or are related to events or circumstances occurring or existing on or before the date hereof and are in any way related to the Notes, the Credit Agreement, any other Loan Documents, or any of the transactions provided for thereby, except for any Claims arising from or related to any obligations of Assignor to Assignee expressly created pursuant to this Instrument, including, without limitation, any Claims arising from any breach by Assignor of any of its representations, warranties, covenants or agreements hereunder.
