Release by the Shareholder. The Shareholder and, if applicable, the Related JLW Owner, for themselves and for each of their respective Associated Parties, to the fullest extent permitted by applicable law, hereby irrevocably, unconditionally and completely releases, waives, relinquishes and forever discharges each of (i) the Buyers from any claims or causes of action arising out of or relating to the Integration (other than Post-Closing Actions) or the allocation of the Consideration among the Shareholders and Other Shareholders under the Purchase Agreements, and (ii) the Companies, the Asia Region Companies and the Europe/USA Region Companies, together with their respective Subsidiaries, successors and past, present and future assigns, directors, officers, employees, agents and representatives in their capacities as such (other than the Shareholder and, if applicable, the Related JLW Owner) of any of the foregoing (collectively, the "Released Persons"), from all past, present and future disputes, claims, controversies, demands, rights, obligations, liabilities, actions and causes of action of every kind and nature (whether accrued or unaccrued) whatsoever against any one or more of the Released Persons, which are related directly or indirectly to events occurring prior to the Closing Date (other than, in each case, any Surviving Claims), including: (A) any unknown, unsuspected or undisclosed claim; (B) any claim or right that may be asserted or exercised by the Shareholder and, if applicable, the Related JLW Owner in such Shareholder's or Related JLW Owner's capacity as a shareholder, director, officer or employee of any Company, Asia Region Company or Europe/USA Region Company, or any of their respective Subsidiaries, as a partner or former partner in any predecessor of any Company, Asia Region Company or Europe/USA Region Company, or any of their respective Subsidiaries, or as a direct or indirect beneficiary of any trust or trust arrangement, whether implied or actual, relating directly or indirectly to any portion of the businesses or assets of the JLW Businesses (including, without limitation, the right to receive profits therefrom or an ownership or other participatory interest or right therein) or in any other capacity; and (C) any claim, right or cause of action based upon any breach of any express, implied, oral or written contract or agreement; provided that the releases set forth in the foregoing clauses (i) and (ii) shall not apply to any Surviving Claims.
Release by the Shareholder. (a) The Shareholder, for himself and his heirs, executors, administrators, predecessors, spouse and other family members, successors and assigns, and each of their respective current and former [employees, advisors, attorneys and agents] [Note: preceding list in brackets to be expanded where releasing entity is not an individual; for example, such list would also then include subsidiaries and other affiliates, directors, officers, shareholders, optionholders, warrantholders and creditors] (collectively, the “Releasing Parties”) (exclusive, in all cases, of Xxxxxxxx Xxxxxxx Al Amoudi and Xxxxxx Xxxxxxxxx), hereby permanently, irrevocably and unconditionally releases and forever discharges the Stonehouse Parties, each of their present and former subsidiaries, each of their respective heirs, executors, administrators, predecessors, successors, assigns and controlled affiliates, and each of their respective current and former shareholders, optionholders, warrantholders, officers, directors, employees, advisors, attorneys or agents, and each of the respective heirs, executors and administrators of each of the foregoing (hereinafter collectively termed the “Stonehouse Releasees”) from any and all manner of claims, demands, damages, actions, causes of action, contracts, agreements, charges, sums of money, claims for attorneys’ fees and lawsuits of every kind and description whatsoever, in law or equity, whether known or unknown, now existing or which may hereafter arise against the Stonehouse Releasees, or any of them, under the laws of the United States, any State thereof, or any other jurisdiction, for or by reason of any matter, cause, or thing whatsoever prior to and including the date of the closing of the Debt Restructuring Transaction (collectively, the “Shareholder Released Claims”).
Release by the Shareholder. The Shareholder hereby releases and discharges Parent and Acquiror and each of its officers, directors, agents and attorneys from, and agree and covenant that, in no event, will the Shareholder commence any litigation or other legal or administrative proceeding against Parent, Acquiror or any of their officers, directors, agents or attorneys, whether in law or equity, relating to any and all claims and demands, known and unknown, suspected and unsuspected, disclosed and undisclosed, for damages, actual or consequential, past, present and future, arising out of or in any way connected with his ownership or alleged ownership of Target Common Stock prior to the Effective Time, other than claims or demands arising out of the transactions contemplated by this Agreement and the Merger Agreement.
Release by the Shareholder. The Shareholder agrees that the Closing shall ipso facto constitute a full settlement, release and discharge of any and all claims, rights and causes of action that the Shareholder may have against the Corporation.
Release by the Shareholder. The Shareholder, for [himself/herself] and [his/her] heirs, personal representatives, successors and assigns, hereby releases and forever discharges the Company, Subsidiary and the Company, their respective affiliates, successors and assigns, and each of their respective past, present or future Representatives, of and from any and all causes of action and claims for relief of any kind and nature whatsoever, known and unknown, anticipated and unanticipated, absolute or contingent, past, present and future, for or on account of any and all losses, injuries, or damages, including all consequential, incidental, and derivative damages of any kind and nature, arising on or before the Effective Time (as defined in the Merger Agreement), resulting or to result from or in any way growing out of the previous employment relationship between the Shareholder and the Company prior to the Effective Time, and all other matters of every type or nature which, directly or indirectly, relate to or concern any relationship between the Shareholder and the Company and their respective affiliates, successors and assigns, and each of their respective past, present or future Representatives, prior to the Effective Time, except (i) claims for regular compensation and benefits accrued and payable to the Shareholder with respect to periods beginning prior to the Effective Time, as applicable, in each case consistent with the Company's normal policies for such payments as disclosed to Transcend, (ii) claims against Transcend and the Subsidiary for breach of the Merger Agreement, and (iii) claims for indemnification for actions taken by the Shareholder in [his/her] capacity as an officer or director of the Company to the extent the Company is otherwise legally obligated to so indemnify the Shareholder (collectively, the "Unreleased Claims").
