Release of Pre-Closing Claims. (a) Except as provided in Section 8.2 and Section 8.5(c), effective as of the Contribution Closing, WhiteWave does hereby, for itself and for each other WhiteWave Group Member as of the Contribution Closing, release and forever discharge each Xxxx Foods Group Member, and all Persons who at any time prior to the Contribution Closing have been stockholders, directors, officers, managers, members or agents of any Xxxx Foods Group Member (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at law or in equity (including any right of contribution), whether arising under any Contract or agreement, by operation of law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed in each case at or before the Contribution Closing, including in connection with the transactions and all other activities to implement the Contribution and the IPO.
Appears in 4 contracts
Samples: Separation and Distribution Agreement (Dean Foods Co), Separation and Distribution Agreement (WHITEWAVE FOODS Co), Services Agreement (WHITEWAVE FOODS Co)
Release of Pre-Closing Claims. (a) Except as provided in Section 8.2 5.01(c) and Section 8.5(c)5.03, effective as of the Contribution ClosingSeparation Date, WhiteWave the Corporation does hereby, for itself and for each other WhiteWave of its Subsidiaries that is in the Corporation Group Member as of the Contribution ClosingSeparation Date, release and forever discharge the LLC and each Xxxx Foods Group Memberof its Subsidiaries that are in the LLC Group, and all Persons who at any time prior to the Contribution Closing Separation Date have been stockholders, directors, officers, managersagents, managers or members or agents of any Xxxx Foods Person in the LLC Group Member (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at law or in equity (including any right of contribution), whether arising under any Contract contract or agreement, by operation of law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed in each case at on or before the Contribution ClosingSeparation Date, including in connection with the transactions and all other activities to implement the Contribution Separation and the IPO.
Appears in 3 contracts
Samples: Separation Agreement (DreamWorks Animation SKG, Inc.), Separation Agreement (DreamWorks Animation SKG, Inc.), Separation Agreement (DreamWorks Animation SKG, Inc.)