RELEASE OF OPERATOR. Operator, its directors, agents, officers, employees and affiliates, as agents of Owner, shall not be liable to Owner or to any other person or entity for any act or omission committed in the performance of this Agreement unless such act constitutes bad faith, gross negligence, fraud or willful and wanton misconduct. Notwithstanding any other provision of this Agreement, in no event shall Owner make any claims against Operator on account of any alleged errors of judgment made in good faith in the operation of the Theaters.
RELEASE OF OPERATOR. The Vendor, for itself and on behalf of its predecessors and successors and its past and present divisions and Subsidiaries, hereby absolutely and irrevocably forever releases and discharges the Operator, and its predecessors and successors and its past and present divisions and Subsidiaries and its and their shareholders, directors, officers, employees, agents, representatives, consultants, attorneys, Affiliates, and assigns, from any and all obligations, liabilities, losses, claims, counterclaims, demands, expenses, attorney’s fees, rights, actions, causes of action, debts, dues, sums of money, accounts, bonds, bills, covenants, contracts, controversies, agreements, promises, judgments, executions, or suits of any kind or nature, whether accrued or unaccrued, asserted or unasserted, known or unknown, suspected or unsuspected, absolute or contingent, in law, equity, bankruptcy or otherwise (including, without limitation, any and all claims for avoidable preferences, fraudulent conveyances or transfers and/or recoverable setoffs under the law of any jurisdiction regarding insolvency or debtor/creditor rights or otherwise) under or arising out of the Procurement Agreement, the Finance Agreement and all agreements, instruments or indentures relating to the Procurement Agreement or the Finance Agreement, or arising out of any circumstances occurring on or before the Closing Date, including, without limitation, the Arbitration, the New York Litigation, the Mexican Commercial Litigation, the Mexican Criminal Litigation and the Mexican Insolvency Litigation, but excluding any obligations under or arising out of this Agreement or any document or instrument delivered pursuant hereto.
RELEASE OF OPERATOR. In no event shall Operator be liable to the Company for, and Company, on behalf of the Company Group, hereby releases Operator and its Affiliates from, any and all Damages that arise out of, relate to or are otherwise attributable to, directly or indirectly, the performance of the Services, except to the extent that such Damages are caused by the fraud, bad faith, gross negligence, willful misconduct of Operator or any of its Affiliates, or material breach by Operator or any of its Affiliates of the terms and conditions of this Agreement.
