Release by Defendants Clause Samples
The 'Release by Defendants' clause serves to formally discharge the defendants from any further liability or claims related to the subject matter of the agreement. In practice, this means that once the agreement is executed, the defendants are protected from future lawsuits or demands by the releasing party concerning the same issues or events. This clause is essential for providing finality and certainty, ensuring that the defendants are not exposed to ongoing or additional legal actions after the settlement or resolution.
Release by Defendants. For and in consideration of the payment referenced above, as well as the covenants and/or promises contained herein, DEFENDANTS, on behalf of themselves and their predecessors, successors, subsidiaries, affiliates, parents, and their present and former owners, operators, employees, trustees, and beneficiaries, and their heirs and assigns, hereby fully, forever, irrevocably and unconditionally release, remise and discharge the MEYERS RELEASED PARTIES, from any ▇▇▇ ▇ll claims, charges, complaints, suits, demands, actions, causes of action, suits, rights, debts, sums of money, costs, accounts, reckonings, covenants, contracts, agreements, promises, doings, omissions, damages, executions, obligations, liabilities, and expenses (including attorneys' fees and costs), of every kind and nature and description whatsoever which they ever had or now have, known or unknown, direct or indirect, whether concealed or hidden, asserted or that might have been asserted against the MEYERS RELEASED PARTIES from the b▇▇▇▇▇▇ng of time up to and including the date of this Agreement, including claims that DEFENDANTS does not know of or suspect exist in its favor at the time of this Agreement which, if known by DEFENDANTS might have affected its settlement with and release of the MEYERS RELEASED PARTIES, includin▇, ▇▇▇ not limited to, any and all claims which were the subject of the Actions; from the beginning of time up to and including the date of this Agreement. This release is intended to be a general release in favor of the MEYERS RELEASED PARTIES, and as br▇▇▇ ▇▇ the law allows.
Release by Defendants. The Defendants, their predecessors, successors and assigns, heirs, executors, administrators, legal representatives, employees, shareholders, directors, officers, employees, parent or subsidiary organizations, affiliates, owners, agents, trustees, and attorneys, hereby release and forever discharge (except for the obligations created in this Agreement) ▇▇▇▇, his predecessors, successors and assigns, heirs, insurers, executors, administrators, legal representatives, employees, shareholders, directors, officers, employees, parent or subsidiary organizations, affiliates, owners, agents, trustees, and attorneys from and against any and all claims, counterclaims, suits, demands, or causes of action under contract, in tort, by statute, constitution or otherwise, whether known or unknown, that were or could have been raised against ▇▇▇▇ for any reason whatsoever. This includes, but is not limited to, all claims relating to or arising from ▇▇▇▇’▇ employment with Terax Energy, Inc. or
Release by Defendants. Subject to the condition that Plaintiff has signed this Agreement by Closing and delivered his Microfield Stock at Closing to the JMW Defendants as described in Section 5 hereto as a condition precedent, the Defendants, and each of them, hereby release and acquit the Plaintiff and his wife, children, agents, employees, successors, assigns, and attorneys from any and all claims, demands, damages, costs, attorney fees, liability, claims for contribution, claims for indemnity, and claims of any other kind or nature, whether known or unknown, existing on this date, including by way of illustration only, any claims for common law or securities fraud in connection with this Agreement, fraud in the inducement of this Agreement, and the claims asserted in, or which could have been asserted in, the lawsuit captioned Underwood v. Jesenik et ▇▇, ▇▇▇▇▇omah County Circuit Court Case No. 0403-02370 in which the undersigned are parties. This release does not include the representation of Plaintiff as to the ownership of the Microfield Stock and the Microfield Warrant set out in Section 2 herein
Release by Defendants. For and in consideration of Plaintiff’s promises and obligations under this Agreement, Defendants hereby release and forever discharge any and all Claims against Plaintiff arising out of or relating to the Lawsuit, both past and present, occurring on or before the Effective Date of this Agreement, known and unknown, foreseen and unforeseen. For purposes of the Releases herein, “Claims” means any debts, demands, actions, causes of action, suits, accounts, covenants, contracts, agreements, damages, losses, expenses (including attorneys’ fees and costs incurred), rights under any and all federal and state laws, and any and all claims, demands, and liabilities whatsoever of every name and nature, both in law and in equity. This provision does not bar action necessary to enforce the terms of this Agreement.
Release by Defendants. Upon the Effective Date, the Released Parties shall be deemed to have, and by operation of the Final Approval Order and Judgment shall have, fully, finally, and forever released, relinquished, and discharged all Released Defendants’ Claims against the Releasing Parties (including Unknown Claims).
Release by Defendants. Except for any obligations of the Parties set forth herein, NeurAxis, Acclivity, K▇▇▇▇▇▇, Dragonslayer, and Long and their current, former, and future members, officers, directors, parent or affiliated entities, predecessors, successors, agents, employees, and assigns (“Defendant Releasing Parties”) hereby waive, release, and forever discharge D▇. ▇▇▇▇▇▇▇▇▇, D▇. ▇▇▇, Box H▇▇▇, ▇▇▇▇▇▇▇▇▇ LLC, Pain & Spine Specialists, SimCare, and their current, former, and future members, officers, directors, parent or affiliated entities, predecessors, successors, agents, professionals, employees, and assigns (“Plaintiff Released Parties”) from any and all past and present claims, obligations, demands, actions, causes of action and liabilities of whatever kind, nature, character, and description whether known or unknown, fixed or contingent, anticipated or unanticipated, asserted or unasserted, from the beginning of the world to the date of this Agreement, which the Defendant Releasing Parties now have or ever had against the Plaintiff Released Parties, including but not limited to any claims, obligations, demands, actions, causes of action and liabilities that are described in, arise out of, relate to, or could have been brought in the Physicians’ Litigation, the Medical Practice Entities’ Litigation, or any other matter between or among them through the last date on which a party signs this Agreement.
Release by Defendants. Subject to subparagraph 4.C., upon the completion by ▇▇▇▇▇▇ Tire of its obligations set forth in paragraph 3 of this Agreement, Defendants and all of their agents, representatives, officers, directors, employees, subsidiaries, affiliates, trustees, advisors, accountants, attorneys, successors and assigns hereby release, acquit, and forever discharge Plaintiff, ▇▇▇▇▇▇ Tyre UK, and all of their agents, representatives, officers, directors, employees, subsidiaries, affiliates, trustees, advisors, accountants, attorneys, successors and assigns from any and all claims, counterclaims, demands, damages, causes of action, suits, rights to legal remedies, rights to equitable remedies, rights to payment, liabilities, costs and interests of any kind relating to arising under or in connection with the Stock Purchase Agreement, the Tax Refunds or any other arrangements or agreements between Defendants and/or their subsidiaries or affiliates on one hand and Plaintiff, ▇▇▇▇▇▇ Tyre UK, and/or any of their subsidiaries or affiliates on the other, including attorneys’ fees and costs, whether known or unknown, in law, equity or otherwise, from the beginning of time through the Release Date. For the avoidance of doubt, Defendants understand and agree that, as of the Release Date, Plaintiff has no duty or obligation to indemnify Holdings or any of its subsidiaries or affiliates for any taxes imposed on or payable with respect to the Sold Companies and their direct and indirect majority or wholly-owned subsidiaries. Further, Plaintiff and ▇▇▇▇▇▇ Tyre UK and their affiliates have no obligation to make any payments related to the “▇▇▇▇▇ Plan” as set out in Paragraph 5.7 of the Stock Purchase Agreement, and Defendants have no right to be reimbursed for any payments made or to be made with respect to the “▇▇▇▇▇ Plan.”
Release by Defendants. Subject to the condition that Plaintiff has signed this Agreement by Closing and delivered his Microfield Stock at Closing to the JMW Defendants as described in Section 5 hereto as a condition precedent, the Defendants, and each of them, hereby release and acquit the Plaintiff and his wife, children, agents, employees, successors, assigns, and attorneys from any and all claims, demands, damages, costs, attorney fees, liability, claims for contribution, claims for indemnity, and claims of any other kind or nature, whether known or unknown, existing on this date, including by way of illustration only, any claims for common law or securities fraud in connection with this Agreement, fraud in the inducement of this Agreement, and the claims asserted in, or which could have been asserted in, the lawsuit captioned Underwood v. Jesenik et al, Multnomah County Circuit Court Case No. ▇▇▇▇-▇▇▇▇0 in which the undersigned are parties. This release does NOT include the representation of Plaintiff as to the ownership of the Microfield Stock and the Microfield Warrant set out in Section 2 herein nor Plaintiff's obligation to transfer all of the Microfield Stock and cancel the Microfield Warrant, but otherwise, in construing this release, the parties agree that the release shall have the broadest meaning possible and shall be construed to release all claims.
Release by Defendants. In the event Plaintiffs are unsuccessful in their appeal to the Eighth Circuit Court of Appeals, or otherwise decline to reinstate claims against Defendants following a successful appeal, Defendants on behalf of themselves and all of their affiliates, officers, directors, board members, principals, partners, agents, employees, representatives, assigns, predecessors, successors, and affiliated corporations and entities, unconditionally release and forever discharge Plaintiffs and all of their affiliates, members, principals, partners, agents, employees, representatives, assigns, predecessors, successors, and affiliated corporations and entities from any and all rights, claims, demands, actions, liabilities, and damages of any kind, known or unknown, suspected or unsuspected, and existing as of the Effective Date of this Agreement, arising out of and/or in any way related to the Sealants and the Action. Notwithstanding the terms of this paragraph, Defendants preserve and do not waive any defenses in any litigation involving Plaintiffs and entities that are not Refiner Defendants or Manufacturer Defendants involving Sealants.
Release by Defendants. Provided that the Effective Date occurs, defendants and each of their respective predecessors, successors, parents, subsidiaries, affiliates, and assigns, hereby release Cruz, Price, Edgemon, Davenport, Bergeron, Schnurer, and all Class Members, as well as each of their heirs, representatives, successors, assigns, trusts, executors, and attorneys, from any and all claims based on or arising from acts, omissions, or events leading to the filing of the ▇▇▇▇ action or the Price action, including without limitation any claim for malicious prosecution or abuse of process.