Common use of Release; Covenant Not to Sue Clause in Contracts

Release; Covenant Not to Sue. (a) In consideration of the agreements of the Administrative Agent contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Borrower, each Guarantor and each Additional Guarantor, on behalf of itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, directors, officers, attorneys, employees, agents, legal representatives and other representatives (the Borrower, each Guarantor, each Additional Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”), hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges the Administrative Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, members, managers, affiliates, subsidiaries, divisions, directors, officers, attorneys, employees, agents, legal representatives and other representatives (the Administrative Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from any and all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or suspected, at law or in equity, which any Releasing Party or any of its successors, assigns, or other legal representatives may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the other Credit Documents or any of the transactions hereunder or thereunder. Releasing Parties hereby represent to the Releasees that they have not assigned or transferred any interest in any Claims against any Releasee prior to the date hereof.

Release; Covenant Not to Sue. (a) In consideration of the agreements of the Administrative Agent Agent, the Consenting Lenders and the other Secured Parties contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, to the Borrowerextent that any offsets, each Guarantor and each Additional Guarantor, on behalf defenses or claims may exist arising out of itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, directors, officers, attorneys, employees, agents, legal representatives and or relating to this Amendment or the other representatives (the Borrower, each Guarantor, each Additional Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”), hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges Loan Documents against the Administrative Agent, each Lender, and each other Secured Party and/or any of their respective successors and assigns, and their respective present and former shareholders, members, managerssubsidiaries, affiliates, subsidiaries, divisionsofficers, directors, officers, attorneys, employees, agents, legal representatives and other representatives attorneys, predecessors, successors or assigns (the Administrative Agent, Lenders each Lender, each other Secured Party and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), each Loan Party by acceptance of this Amendment, for itself and its successors, assigns, parents, subsidiaries, affiliates, predecessors, employees, agents, heirs and executors, as applicable (collectively, the “Company Releasors”), jointly and severally with each other Loan Party, releases, remises, acquits and forever discharges the Releasees (each, a “Released Party” and collectively, the “Released Parties”), of and from any and all demands, manner of actions, causes of action, torts, suits, damages debts, controversies, damages, judgments, executions, claims and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individuallyeach, a “Claim” and collectively, the “Claims”) of every kind name and nature, whether asserted or unasserted, known or suspectedunknown, at suspected or unsuspected, in law or in equity, which any Releasing Party that exist or any of its successors, assigns, have occurred or other legal representatives may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause or thing whatsoever which arises at any time accrued on or prior to the date of this Amendment arising out of or relating to this Amendment or the Company Releasors or any other Loan Document or the transaction related thereto, which the Company Releasors ever had or now have against any of the Released Parties, including any presently existing claim whether or not presently known, suspected, contemplated or anticipated, in each case except for claims that are determined by a court of competent jurisdiction in a final judgment not subject to appeal to have arisen out of or resulted from fraud on the part of such Released Party. Each Company Releasor acknowledges that it has been advised to consult with legal counsel and is familiar with the provisions of California Civil Code Section 1542, a statute that otherwise prohibits the release of unknown claims, which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” Each Company Releasor, being aware of said code section, agrees to expressly waive any rights it may have thereunder, as well as under any other statute or common law principles of similar effect. In consideration of the agreements of the Administrative Agent, the Consenting Lenders and the other Secured Parties contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, to the extent that any offsets, defenses or claims may exist arising out of or relating to this Amendment or the other Loan Documents against the Releasees, each Lender by acceptance of this Amendment, for itself and its successors, assigns, parents, subsidiaries, affiliates, predecessors, employees, agents, heirs and executors, as applicable (collectively, the “Lender Releasors”), severally with each other Lender, releases, remises, acquits and forever discharges the Released Parties, of and from any and all manner of Claims of every name and nature, whether asserted or on account ofunasserted, known or unknown, suspected or unsuspected, in law or in relation toequity, that exist or in any way in connection with this Amendment, the Credit Agreement, any of the other Credit Documents have occurred or any of the transactions hereunder accrued on or thereunder. Releasing Parties hereby represent to the Releasees that they have not assigned or transferred any interest in any Claims against any Releasee prior to the date hereofof this Amendment arising out of or relating to this Amendment or the Company Releasors or any other Loan Document or the transaction related thereto, which the Lender Releasors ever had or now have against any of the Released Parties, including any presently existing claim whether or not presently known, suspected, contemplated or anticipated, in each case except for claims that are determined by a court of competent jurisdiction in a final judgment not subject to appeal to have arisen out of or resulted from fraud on the part of such Released Party. Each Lender Releasor acknowledges that it has been advised to consult with legal counsel and is familiar with the provisions of California Civil Code Section 1542, a statute that otherwise prohibits the release of unknown claims, which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” Each Lender Releasor, being aware of said code section, agrees to expressly waive any rights it may have thereunder, as well as under any other statute or common law principles of similar effect.

Release; Covenant Not to Sue. (a) In consideration of this Third Amendment and the agreements and waivers of the Administrative Agent contained herein and the Consenting Lenders and Consenting Voting Participants set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are is hereby acknowledged, the Borrower, each Guarantor and each Additional Guarantor, on behalf of itself and each of its Restricted Subsidiaries, and each of their respective successors and assignsassigns (collectively, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, directors, officers, attorneys, employees, agents, legal representatives and other representatives (the Borrower, each Guarantor, each Additional Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually each, individually, as a “Releasing Party”), hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges the Administrative Agent, each Lender, Agent and each of the Consenting Lenders and Consenting Voting Participants and their respective successors and assigns, and their respective present and former shareholders, members, managers, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives agents and other representatives (the Administrative Agent, Lenders each Consenting Lender and Consenting Voting Participant and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from any and all demands, actions, causes of action, suits, covenants, contracts, controversies, agreements, promises, sums of money, accounts, bills, reckonings, damages and any and all other claims, counterclaims, defenses, rights of set-set off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind name and nature, nature now known or suspectedunknown, suspected or unsuspected, both at law or and in equity, which any Releasing Party or any of its successors, assigns, or other legal representatives may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause or thing whatsoever which arises at any time on or prior to the date of this Amendmentwhatsoever, for or on account of, or in relation to, or in any way in connection with the Third Amendment or the transactions hereunder, in each case which has arisen at any time on or prior to the Third Amendment Effective Date; provided that for the avoidance of doubt, nothing in this Section VIII shall affect continuing obligations of the Releasees under this Third Amendment, the Amended Credit AgreementAgreement and the other Loan Documents The Borrower confirms, on behalf of itself and each other Releasing Party, that it and they (i) understand, acknowledge and agree that the releases set forth above may be pleaded as a full and complete defense and may be used as a basis for an injunction against any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the other Credit Documents provisions of such release and (ii) agree that no fact, event, circumstance, evidence or transaction which could now be asserted or which may hereafter be discovered will affect in any manner the final, absolute and unconditional nature of the transactions hereunder or thereunderrelease set forth above. The Borrower, on behalf of itself and each other Releasing Parties Party, hereby represent to the Releasees absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee that they have it will not assigned or transferred any interest sue (at law, in equity, in any Claims against regulatory proceeding or otherwise) any Releasee prior on the basis of any Claim released, remised and discharged by any Releasing Party pursuant to the date hereofthis Section VIII.

Release; Covenant Not to Sue. (a) In consideration of the agreements of the Administrative Agent and Banxx contained herein and for other good and valuable consideration, the receipt and sufficiency of which are is hereby acknowledged, the Borrower, each Guarantor Borrower and each Additional Guarantorother Loan Party (by such other Loan Party's execution and delivery of this Amendment), on behalf of itself and its successors and successors, assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, directors, officers, attorneys, employees, agents, other legal representatives and other representatives (the Borrower, each Guarantor, each Additional Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”)representatives, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges the Administrative Agent, each LenderAgent and Banks, and each of their respective successors and assigns, and their respective present and former shareholders, members, managers, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives agents and other representatives (the Administrative Agent, Lenders each Bank and all such other Persons being hereinafter referred to collectively as the “"Releasees” " and individually as a “"Releasee”"), of and from any and all demands, actions, causes of action, suits, covenants, contracts, controversies, agreements, promises, sums of money, accounts, bills, reckonings, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “"Claim” " and collectively, “"Claims”") of every kind name and nature, known or suspectedunknown, suspected or unsuspected, both at law or and in equity, which any Releasing Borrower or such Loan Party or any of its their successors, assigns, or other legal representatives may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause or thing whatsoever which arises at any time on or prior to the day and date of this Amendment, Amendment for or on account of, or in relation to, or in any way in connection with this Amendment, any of the Credit Agreement, or any of the other Credit Loan Documents or transactions thereunder or related thereto; provided, however, that the foregoing shall not be construed to release the Agent or the Banks, or their successors or assignees, from either their obligations under any of the transactions hereunder Loan Documents, as amended by this Amendment, from and after the date of this Amendment or thereunder. Releasing Parties hereby represent any claim on account of or in relation thereto, notwithstanding the fact that the Agent or the Banks became a party to the Releasees that they have not assigned or transferred any interest in any Claims against any Releasee a Loan Document prior to the date hereofsuch date.

Release; Covenant Not to Sue. (a) In consideration of the agreements of the Administrative Agent Agenx xnd Banks contained herein and for other good and valuable consideration, the receipt and sufficiency of which are is hereby acknowledged, the Borrower, each Guarantor Borrower and each Additional Guarantorother Loan Party (by such other Loan Party's execution and delivery of this Amendment), on behalf of itself and its successors and successors, assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, directors, officers, attorneys, employees, agents, other legal representatives and other representatives (the Borrower, each Guarantor, each Additional Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”)representatives, hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges the Administrative Agent, each LenderAgent and Banks, and each of their respective successors and assigns, and their respective present and former shareholders, members, managers, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives agents and other representatives (the Administrative Agent, Lenders each Bank and all such other Persons being hereinafter referred to collectively as the “"Releasees” " and individually as a “"Releasee”"), of and from any and all demands, actions, causes of action, suits, covenants, contracts, controversies, agreements, promises, sums of money, accounts, bills, reckonings, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “"Claim” " and collectively, “"Claims”") of every kind name and nature, known or suspectedunknown, suspected or unsuspected, both at law or and in equity, which any Releasing Borrower or such Loan Party or any of its their successors, assigns, or other legal representatives may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause or thing whatsoever which arises at any time on or prior to the day and date of this Amendment, Amendment for or on account of, or in relation to, or in any way in connection with this Amendment, any of the Credit Agreement, or any of the other Credit Loan Documents or transactions thereunder or related thereto; provided, however, that the foregoing shall not be construed to release the Agent or the Banks, or their successors or assignees, from either their obligations under any of the transactions hereunder Loan Documents, as amended by this Amendment, from and after the date of this Amendment or thereunder. Releasing Parties hereby represent any claim on account of or in relation thereto, notwithstanding the fact that the Agent or the Banks became a party to the Releasees that they have not assigned or transferred any interest in any Claims against any Releasee a Loan Document prior to the date hereofsuch date.

Release; Covenant Not to Sue. (a) In consideration of the agreements of the Administrative Agent contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Borrower, each Guarantor Borrower and each Additional Guarantor, on behalf of itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, directors, officers, attorneys, employees, agents, legal representatives and other representatives (the Borrower, each Guarantor, each Additional Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”), hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges the Administrative Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, members, managers, affiliates, subsidiaries, divisions, directors, officers, attorneys, employees, agents, legal representatives and other representatives (the Administrative Agent, Lenders and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), of and from any and all demands, actions, causes of action, suits, damages and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively, “Claims”) of every kind and nature, known or suspected, at law or in equity, which any Releasing Party or any of its successors, assigns, or other legal representatives may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause or thing whatsoever which arises at any time on or prior to the date of this Amendment, for or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, any of the other Credit Documents or any of the transactions hereunder or thereunder. Releasing Parties hereby represent to the Releasees that they have not assigned or transferred any interest in any Claims against any Releasee prior to the date hereof.

Release; Covenant Not to Sue. (a) In consideration of the agreements of the Administrative Agent Agent, the FILO B Documentation Agent, the Consenting Lenders and the other Secured Parties contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, to the Borrowerextent that any offsets, defenses or claims may exist arising out of or relating to this Amendment or the other Loan Documents against the Administrative Agent, the FILO B Documentation Agent, each Guarantor and Lender, each Additional Guarantor, on behalf other Secured Party and/or any of itself and its successors and assigns, and its present and former members, managers, shareholderstheir respective subsidiaries, affiliates, subsidiaries, divisionsofficers, directors, officers, attorneys, employees, agents, legal representatives and other representatives attorneys, predecessors, successors or assigns (the BorrowerAdministrative Agent, each Guarantor, each Additional Guarantor and all such other Persons being hereinafter referred to collectively as the “Releasing Parties” and individually as a “Releasing Party”), hereby absolutely, unconditionally and irrevocably releases, remises and forever discharges the Administrative FILO B Documentation Agent, each Lender, and each of their respective successors and assigns, and their respective present and former shareholders, members, managers, affiliates, subsidiaries, divisions, directors, officers, attorneys, employees, agents, legal representatives and other representatives (the Administrative Agent, Lenders Secured Party and all such other Persons being hereinafter referred to collectively as the “Releasees” and individually as a “Releasee”), each Loan Party by acceptance of this Amendment, for itself and its successors, assigns, parents, subsidiaries, affiliates, predecessors, employees, agents, heirs and executors, as applicable (collectively, the “Releasors”), jointly and severally with each other Loan Party, releases, remises, acquits and forever discharges the Releasees (each, a “Released Party” and collectively, the “Released Parties”), of and from any and all demands, manner of actions, causes of action, torts, suits, damages debts, controversies, damages, judgments, executions, claims and any and all other claims, counterclaims, defenses, rights of set-off, demands and liabilities whatsoever (individuallyeach, a “Claim” and collectively, the “Claims”) of every kind name and nature, whether asserted or unasserted, known or suspectedunknown, at suspected or unsuspected, in law or in equity, which any Releasing Party that exist or any of its successors, assigns, have occurred or other legal representatives may now or hereafter own, hold, have or claim to have against the Releasees or any of them for, upon, or by reason of any circumstance, action, cause or thing whatsoever which arises at any time accrued on or prior to the date of this AmendmentAmendment arising out of or relating to this Amendment or any other Loan Document or the transaction related thereto, for which the Releasors ever had or on account of, or in relation to, or in any way in connection with this Amendment, the Credit Agreement, now have against any of the Released Parties, including any presently existing claim whether or not presently known, suspected, contemplated or anticipated, in each case except for claims that are determined by a court of competent jurisdiction in a final judgment not subject to appeal to have arisen out of or resulted from fraud on the part of such Released Party. Each Releasor acknowledges that it has been advised to consult with legal counsel and is familiar with the provisions of California Civil Code Section 1542, a statute that otherwise prohibits the release of unknown claims, which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” Each Releasor, being aware of said code section, agrees to expressly waive any rights it may have thereunder, as well as under any other Credit Documents statute or any common law principles of the transactions hereunder or thereunder. Releasing Parties hereby represent to the Releasees that they have not assigned or transferred any interest in any Claims against any Releasee prior to the date hereofsimilar effect.