Common use of Release; Covenant Not to Xxx; Acknowledgement Clause in Contracts

Release; Covenant Not to Xxx; Acknowledgement. (a) Each Credit Party and its Affiliates hereby absolutely and unconditionally releases and forever discharges the Control Agent and each other Lender, and any and all participants, parent corporations, subsidiary corporations, affiliated corporations, insurers, indemnitors, successors and assigns thereof, together with all of the present and former directors, officers, agents, attorneys, consultants, representatives and employees of any of the foregoing (each a “Released Party”), from any and all claims, demands, defenses or causes of action of any kind, nature or description relating to or arising out of or in connection with or as a result of any of the Obligations, the Credit Agreement, any other Loan Documents or any agreement related to any of the foregoing, whether arising in law or equity or upon contract or tort or under any state or federal law or otherwise, which any Credit Party has had, now has or has made claim to have against any such person for or by reason of any act, omission, matter, cause or thing whatsoever arising from the beginning of time to and including the date of this Agreement, whether such claims, demands, defenses, and causes of action are matured or unmatured, known or unknown, contingent, liquidated, or otherwise. It is the intention of each Credit Party and each of its Affiliates in providing this release that the same shall be effective as a bar to each and every claim, demand and cause of action specified. Each Credit Party and its Affiliates acknowledges that it may hereafter discover facts different from or in addition to those now known or believed to be true with respect to such claims, demands, defenses, or causes of action and agree that this instrument shall be and remain effective in all respects notwithstanding any such differences or additional facts. Each Credit Party and its Affiliates understands, acknowledges and agrees that the release 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 provisions of such release. (b) Each Credit Party and its Affiliates, on behalf of itself and its successors, assigns, and other legal representatives, hereby absolutely, unconditionally and irrevocably, covenants and agrees with and in favor of each Released Party above that it will not xxx (at law, in equity, in any regulatory proceeding or otherwise) any Released Party on the basis of any claim released, remised and discharged by any Credit Party pursuant to the above release. If any Credit Party, any of its Affiliates or any of their successors, assigns or other legal representations violates the foregoing covenant, each Credit Party and its Affiliates, for itself and its successors, assigns and legal representatives, agrees to pay, in addition to such other damages as any Released Party may sustain as a result of such violation, all reasonable attorneys’ fees and costs incurred by such Released Party as a result of such violation. (c) Each Credit Party hereby acknowledges its status as a Credit Party and affirms its obligations under the Credit Agreement and the other Loan Documents and represents and warrants that, to its knowledge, there are no liabilities, claims, suits, debts, liens, losses, causes of action, demands, rights, damages or costs, or expenses of any kind, character or nature whatsoever, known or unknown, fixed or contingent, which any Credit Party may have or claim to have against any Released Party arising with respect to the Obligations, the Credit Agreement or any other Loan Documents. (d) In connection with the releases granted herein, to the extent applicable, the Credit Parties expressly waive any and all rights conferred upon them by the provisions of Section 1542 of the Civil Code of California and/or any other federal or state statute or common law principle of similar effect. Section 1542 of the Civil Code of California reads 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. The Credit Parties understand and acknowledge the significance and consequence of their waiver of Section 1542 of the California Civil Code, as well as any other federal or state statute or common law principle of similar effect.

Release; Covenant Not to Xxx; Acknowledgement. (a) Each Credit Loan Party and its Affiliates hereby absolutely and unconditionally releases and forever discharges the Control Agent each Administrative Agent, each L/C Issuer, each Swing Line Lender, each Lender and each other Lender, and any and all participants, parent corporations, subsidiary corporations, affiliated corporations, insurers, indemnitors, successors and assigns thereof, together with all of the present and former directors, officers, agents, attorneys, consultants, representatives and employees of any of the foregoing their respective Related Parties (each a “Released Party”), ) from any and all claims, demands, defenses demands or causes of action of any kind, nature or description relating to or arising out of or in connection with or as a result of any of the Obligations, the Credit Agreement, any other Loan Documents or any agreement related to any of the foregoingdescription, whether arising in law or equity or upon contract or tort or under any state or federal law or otherwise, which any Credit Loan Party has had, now has or has made claim to have against any such person Person for or by reason of any act, omission, matter, cause or thing whatsoever arising out of or with respect to the Obligations, the Credit Agreement, this Amendment or any other Loan Document from the beginning of time to and including the date of this AgreementEffective Date, whether such claims, demands, defenses, demands and causes of action are matured or unmatured, unmatured or known or unknown, contingent, liquidated, or otherwise. It is the intention of each Credit Loan Party and each of its Affiliates in providing this release that the same shall be effective as a bar to each and every claim, demand and cause of action specified. Each Credit Loan Party and its Affiliates acknowledges that it may hereafter discover facts different from or in addition to those now known or believed to be true with respect to such claims, demands, defenses, or causes of action and agree agrees that this instrument shall be and remain effective in all respects notwithstanding any such differences or additional facts. Each Credit Loan Party and its Affiliates understands, acknowledges and agrees that the release 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 provisions of such release. Nothing in this Section 7.2 shall relieve any Administrative Agent or Lender of any continuing contractual obligations under this Amendment. (b) Each Credit Party and its AffiliatesLoan Party, on behalf of itself and its successors, assigns, and other legal representatives, hereby absolutely, unconditionally and irrevocably, covenants and agrees with and in favor of each Released Party above that it will not xxx (at law, in equity, in any regulatory proceeding or otherwise) any Released Party on the basis of any claim released, remised and discharged by any Credit Loan Party pursuant to the above release. If any Credit Party, any of its Affiliates Loan Party or any of their successors, assigns or other legal representations representatives violates the foregoing covenant, each Credit Party and its AffiliatesLoan Party, for itself and its successors, assigns and legal representatives, agrees to pay, in addition to such other damages as any Released Party may sustain as a result of such violation, all reasonable attorneys’ fees and costs incurred by such Released Party as a result of such violation. (c) Each Credit Loan Party hereby acknowledges its status as a Credit Party and affirms its obligations under the Credit Agreement and the other Loan Documents and represents and warrants that, to its knowledge, there are no liabilities, claims, suits, debts, liens, losses, causes of action, demands, rights, damages or costs, or expenses of any kind, character or nature whatsoever, known or unknown, fixed or contingent, which any Credit Loan Party may have or claim to have against any Released Party arising with respect to the Obligations, the Credit Agreement Agreement, this Amendment or any other Loan DocumentsDocument. (d) In connection Each of the Loan Parties has been advised by counsel with the releases granted herein, respect to the extent applicablerelease contained in this Section 7.2. Upon advice of such counsel, the Credit Parties expressly waive any and all rights conferred upon them by the provisions of Section 1542 each of the Civil Code of California and/or any other federal or state statute or common law principle of similar effect. Section 1542 Loan Parties hereby waives and relinquishes all of the Civil Code of California reads as follows: A general release does not extend rights and benefits each Loan Party has, or may have, with respect to the 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. The Credit Parties understand and acknowledge the significance and consequence of their waiver of released under Section 1542 of the California Civil Code, as well as Code or any other federal or state statute or common law principle of similar effect.statute. Section 1542 states as follows:

Release; Covenant Not to Xxx; Acknowledgement. (a) Each Credit Borrower and each other Loan Party and its Affiliates hereby absolutely and unconditionally releases and forever discharges the Control Agent Agent, each LC Facility Issuing Bank, each Issuing Bank, each Senior Tranche Issuing Bank, each Lender and each other Lender, and any and all participants, parent corporations, subsidiary corporations, affiliated corporations, insurers, indemnitors, successors and assigns thereof, together with all of the present and former directors, officers, agents, attorneys, consultants, representatives and employees of any of the foregoing their respective Related Parties (each a “Released Party”), from any and all claims, demands, defenses demands or causes of action of any kind, nature or description relating to or arising out of or in connection with or as a result of any of the Obligations, the Credit Agreement, any other Loan Documents or any agreement related to any of the foregoingdescription, whether arising in law or equity or upon contract or tort or under any state or federal law or otherwise, which either Borrower or any Credit Party other Loan Party, as applicable, has had, now has or has made claim to have against any such person for or by reason of any act, omission, matter, cause or thing whatsoever arising from the beginning of time to and including the date of this AgreementEffective Date, whether such claims, demands, defenses, demands and causes of action are matured or unmatured, unmatured or known or unknown, contingentin each case with respect to (i) the Credit Agreement and the other Loan Documents, liquidated(ii) the transactions contemplated thereby or any actions or omissions in connection therewith, and (iii) any aspect of the dealings or otherwise. It is the intention of relationships between or among each Credit Party Borrower and each other Loan Party, on the one hand, and any or all of its Affiliates the Released Parties, on the other hand, relating to any or all of the documents, transactions, actions or omissions referenced in providing this release that the same shall be effective as a bar to each and every claim, demand and cause of action specifiedclause (i) hereof. Each Credit Borrower and each other Loan Party and its Affiliates acknowledges that it may hereafter discover facts different from or in addition to those now known or believed to be true with respect to such claims, demands, defenses, or causes of action and agree that this instrument shall be and remain effective in all respects notwithstanding any such differences or additional facts. Each Credit Borrower and each other Loan Party and its Affiliates understands, acknowledges and agrees that the release 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 provisions of such release. (b) Each Credit Party Borrower and its Affiliateseach other Loan Party, on behalf of itself and its successors, assigns, and other legal representatives, hereby absolutely, unconditionally and irrevocably, covenants and agrees with and in favor of each Released Party above that it will not xxx (at law, in equity, in any regulatory proceeding or otherwise) any Released Party on the basis of any claim released, remised and discharged by either Borrower or any Credit other Loan Party pursuant to the above release. If any Credit Party, any of its Affiliates or any of their successors, assigns or other legal representations violates the foregoing covenant, each Credit Party and its Affiliates, for itself and its successors, assigns and legal representatives, agrees to pay, in addition to such other damages as any Released Party may sustain as a result of such violation, all reasonable attorneys’ fees and costs incurred by such Released Party as a result of such violation. (c) Each Credit Party hereby acknowledges its status as a Credit Party Borrower and affirms its obligations under the Credit Agreement and the each other Loan Documents and Party represents and warrants that, to its actual knowledge, there are no liabilities, claims, suits, debts, liens, losses, causes of action, demands, rights, damages or costs, or expenses of any kind, character or nature whatsoever, known or unknown, fixed or contingent, which any Credit either Borrower and each other Loan Party may have or claim to have against any Released Party arising with respect to the Obligations, the Credit Agreement, this Agreement or any other Loan DocumentsDocument. (d) In connection with the releases granted herein, to the extent applicable, the Credit Parties expressly waive any and all rights conferred upon them by the provisions of Section 1542 of the Civil Code of California and/or any other federal or state statute or common law principle of similar effect. Section 1542 of the Civil Code of California reads 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. The Credit Parties understand and acknowledge the significance and consequence of their waiver of Section 1542 of the California Civil Code, as well as any other federal or state statute or common law principle of similar effect.

Release; Covenant Not to Xxx; Acknowledgement. (a) Each Credit Party Obligor and its Affiliates hereby absolutely and unconditionally releases release and forever discharges the Control Agent and discharge each other Lender, CRG Party and any and all participants, parent corporations, subsidiary corporations, affiliated corporations, insurers, indemnitors, successors and assigns thereof, together with all of the present and former directors, officers, agents, attorneys, consultants, representatives and employees of any of the foregoing (each a “Released Party”), from any and all claims, demands, defenses or causes of action of any kind, nature or description relating to or arising out of or in connection with or as a result of any of the Obligations, the Credit Loan Agreement, any other Loan Documents or any agreement related to any of the foregoing, whether arising in law or equity or upon contract or tort or under any state or federal law or otherwise, which any Credit Party Obligor has had, now has or has made claim to have against any such person for or by reason of any act, omission, matter, cause or thing whatsoever arising from the beginning of time to and including the date of this Agreement, whether such claims, demands, defenses, and causes of action are matured or unmatured, known or unknown, contingent, liquidated, or otherwise. It is the intention of each Credit Party Obligor and each of its Affiliates in providing this release that the same shall be effective as a bar to each and every claim, demand and cause of action specified. Each Credit Party Obligor and its Affiliates acknowledges acknowledge that it may hereafter discover facts different from or in addition to those now known or believed to be true with respect to such claims, demands, defenses, or causes of action and agree that this instrument shall be and remain effective in all respects notwithstanding any such differences or additional facts. Each Credit Party Obligor and its Affiliates understandsunderstand, acknowledges acknowledge and agrees agree that the release 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 provisions of such release. (b) Each Credit Party Obligor and its Affiliates, on behalf of itself and its successors, assigns, and other legal representatives, hereby absolutely, unconditionally and irrevocably, covenants covenant and agrees agree with and in favor of each Released Party above that it will not xxx (at law, in equity, in any regulatory proceeding or otherwise) any Released Party on the basis of any claim released, remised and discharged by any Credit Party Obligor pursuant to the above release. If any Credit PartyObligor, any of its Affiliates or any of their successors, assigns or other legal representations violates the foregoing covenant, each Credit Party Obligor and its Affiliates, for itself and its successors, assigns and legal representatives, agrees to pay, in addition to such other damages as any Released Party may sustain as a result of such violation, all reasonable attorneys’ fees and costs incurred by such Released Party as a result of such violation. (c) Each Credit Party Obligor hereby acknowledges its status as a Credit Party Obligor and affirms its obligations under the Credit Loan Agreement and the other Loan Documents and represents and warrants that, to its knowledge, there are no liabilities, claims, suits, debts, liens, losses, causes of action, demands, rights, damages or costs, or expenses of any kind, character or nature whatsoever, known or unknown, fixed or contingent, which any Credit Party Obligor may have or claim to have against any Released Party arising with respect to the Obligations, the Credit Loan Agreement or any other Loan Documents. (d) In connection with the releases granted herein, to the extent applicable, the Credit Parties Obligors expressly waive any and all rights conferred upon them by the provisions of Section 1542 of the Civil Code of California and/or any other federal or state statute or common law principle of similar effect. Section 1542 of the Civil Code of California reads 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. The Credit Parties Obligors understand and acknowledge the significance and consequence of their waiver of Section 1542 of the California Civil Code, as well as any other federal or state statute or common law principle of similar effect.