Common use of Release of Pre-Distribution Claims Clause in Contracts

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIII, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were shareholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Time, including in connection with the Plan of Separation and all other activities to implement the Distributions and any of the other transactions contemplated hereunder and under the Ancillary Agreements.

Release of Pre-Distribution Claims. (a) Except as provided in (i) as provided in Section 8.1(b), Sections 4.1(c) and 4.1(d) and (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIAgreement, each Partyeffective as of the Effective Time, Mallinckrodt does hereby, for itself and each other member of its respective the Mallinckrodt Group, their respective Affiliates (other than any member of the Covidien Group), successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were have been shareholders, directors, officers, agents or employees of any member of such other Parties the Mallinckrodt Group (in each case, in their respective capacities as such), remise, release and forever discharge Covidien and the members of the Covidien Group, their respective Affiliates (other than any member of the Mallinckrodt Group), successors and assigns, and all Persons who at any time prior to the Effective Time have been shareholders, directors, officers, agents or employees of any member of the Covidien Group (in each case, together with in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any Contractcontract or agreement, by operation of Law 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions Separation and any of the other transactions contemplated hereunder and under the Ancillary AgreementsDistribution.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.01(f), (ii) effective as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIof the Effective Time, each PartyTM Spinco does hereby, for on behalf of itself and each other member of its respective the TM Group, their respective Affiliates (other than any member of any other Group), successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of have been stockholders (other than any member of their Group (in their respective capacities as suchany other Group), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were shareholders, directors, officers, agents or employees of any member of such the TM Group (in each case, in their respective capacities as such) (the “TM Releasors”), unequivocally, unconditionally and irrevocably release and discharge each of the other Parties Separate-cos, the other members of the other Groups, their respective Affiliates (other than any member of the TM Group), successors and assigns, and all Persons who at any time prior to the Effective Time have been stockholders, directors, officers, agents or employees of any member of any other Group (in each case, in their respective capacities as such), in each case, together with and their respective heirs, executors, trustees, administrators, successors and assignsassigns (the “Non-TM Parties”), from any and all Liabilities Actions, causes of action, choses in action, cases, claims, suits, debts, dues, damages, judgments and liabilities, of any nature whatsoever, whether in law, at Law or in equity (including any right of contribution), whether arising under any Contract, by operation of Law or otherwise, existing whether direct, derivative or arising from otherwise, which have been asserted against a Non-TM Party or which, whether currently known or unknown, suspected or unsuspected, fixed or contingent, and whether or not concealed or hidden, the TM Releasors ever could have asserted or ever could assert, in any acts capacity, whether as partner, employer, agent or events occurring otherwise, either for itself or failing as an assignee, heir, executor, trustee, administrator, successor or otherwise for or on behalf of any other Person, against the Non-TM Parties, relating to occur any claims or alleged transactions or occurrences whatsoever, up to have occurred or to have failed to occur or any conditions existing or alleged to have existed on or before but excluding the Relevant Effective Time, including in connection with the Plan of Separation transactions and all other activities to implement the Separation and the Distributions (“TM Claims”); and the TM Releasors hereby unequivocally, unconditionally and irrevocably agree not to initiate proceedings with respect to, or institute, assert or threaten to assert, any of the other transactions contemplated hereunder and under the Ancillary AgreementsTM Claim.

Release of Pre-Distribution Claims. (a) Except as provided in (i) as provided in Section 8.1(b5.1(c), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement exceptions to the indemnification provisions of Sections 5.2, 5.3 and 5.4, and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIother Transaction Document, each Partyeffective as of the Effective Time, Spinco does hereby, for itself and each other member of its respective the Spinco Group, their respective Affiliates Subsidiaries, successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were have been directors, officers, agents or employees of any member of their the Spinco Group (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties GGP and the other members of such other Parties’ the GGP Group, their respective Affiliates Subsidiaries, successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were shareholdershave been stockholders, equityholders, directors, officers, agents or employees of any member of such other Parties the GGP Group (in each case, in their respective capacities as such), in each case, together with 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 ContractContract 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 on or before the Relevant TimePlan Effective Date, including in connection with the Plan of Separation Bankruptcy Cases, the Plan, the transactions and all other activities to implement the Distributions Restructuring, the Distribution and any of the other transactions contemplated hereunder and under the Ancillary Agreementsother Transaction Documents.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party Indemnitee is entitled to indemnification or contribution pursuant to this Article VIII, each Party, for on behalf of itself and each member of its respective Group, their respective Affiliates and to the extent permitted by Law, all Persons who at any time prior to the Relevant Time were directors, officers, agents or employees of any member of their its respective Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, Group and their respective Affiliates successors and all Persons who at any time prior to the Relevant Time were shareholders, directors, officers, agents officers or employees of any member of such other Parties Parties’ Group (in their respective capacities capacity as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, assigns from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution)equity, whether arising under any Contract, by operation of Law or otherwise, in each case, 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 on or before the Relevant Time, including in connection with the Plan of Separation Internal Reorganization, MatCo Distribution and all other activities to implement the Distributions AgCo Distribution and any of the other transactions contemplated hereunder and under the Ancillary Agreements; provided, however, that no employee shall be remised, released and discharged to the extent that such Liability relates to, arises out of or results from intentional misconduct by such employee.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIVI, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Party’s Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were shareholdersstockholders, directors, officers, agents or employees of any member of such other Parties Party’s Group (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Time, including in connection with the Plan of Separation Reorganization and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary Agreements.

Release of Pre-Distribution Claims. (a) Except Effective as of the Relevant Time, and except (i) as provided in Section 8.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iiiii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIVI, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were directors, officers, agents or employees of any member of their its Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Party’s Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were shareholders, directors, officers, agents or employees of any member of such other Parties Party’s Group (in their respective capacities as such), in each case, together with 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)equity, whether arising under any Contract, 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 on or before the Relevant Time, including in connection with the Plan of Separation and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary Agreements.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIII, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were shareholdersstockholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Time, including in connection with the Plan of Separation Reorganization and all other activities to implement the Distributions and any of the other transactions contemplated hereunder and under the Ancillary Agreements.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.1(c), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Horizon Indemnified Party is entitled to indemnification or contribution pursuant to this Article VIIIVI, each Partyeffective as of the Distribution, Horizon does hereby, for itself and each member of its respective Group, other Horizon Entity and their respective Affiliates Affiliates, Predecessors, successors and assigns, and, to the extent Horizon legally may, all Persons who that at any time prior or subsequent to the Relevant Time were Distribution have been stockholders, directors, officers, members, agents or employees of Horizon or any member of their Group other Horizon Entity (in each case, in their respective capacities as such), in release and forever discharge each caseTriMas Entity, together with their respective heirsAffiliates, executors, administratorsPredecessors, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who that at any time prior to the Relevant Time were shareholdersDistribution have been stockholders, directors, officers, members, agents or employees of TriMas or any member of such other Parties TriMas Entity (in each case, in their respective capacities as such), in each case, together with and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law law or in equity (including any right of contribution)equity, whether arising under any Contract, by operation of Law law or otherwise, existing or arising from or relating to 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 on or before the Relevant TimeDistribution Date, whether or not known as of the Distribution Date, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions and any of Separation or the other transactions contemplated hereunder and under the Ancillary AgreementsDistribution.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIVI, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their respective Group (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do does hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Party’s Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholdersstockholders, directors, officers, agents or employees of any member of such other Parties Party’s Group (in each case, in their respective capacities as such), in each case, together with 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, by operation of Law or otherwise, including for fraud, 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 on at or before the Relevant Effective Time, including in connection with the Plan of Separation and all other activities to implement the Distributions Distribution, the Separation and any of the other transactions contemplated hereunder and under any of the Ancillary Agreements; provided, however, that nothing in this Section 6.1(a) shall relieve any Person released in this Section 6.1(a) who, after the Effective Time, is a director, officer or employee of any member of the Apergy Group and is no longer a director, officer or employee of any member of the Dover Group from Liabilities arising out of, relating to or resulting from his or her service as a director, officer or employee of any member of the Apergy Group after the Effective Time.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIVI, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their respective Group (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholdersstockholders, directors, officers, agents or employees of any member of such other Parties Parties’ Group (in each case, in their respective capacities as such), in each case, together with 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, by operation of Law or otherwise, including for fraud, 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 on at or before the Relevant Effective Time, including in connection with the Plan of Separation and all other activities to implement the Distributions Distribution, the Separation and any of the other transactions contemplated hereunder and under any of the Ancillary Agreements; provided, however, that nothing in this Section 6.1(a) shall relieve any Person released in this Section 6.1(a) who, after the Effective Time, is a director, officer or employee of any member of the Xxxxxxx Group and is no longer a director, officer or employee of any member of the Dover Group from Liabilities arising out of, relating to or resulting from his or her service as a director, officer or employee of any member of the Xxxxxxx Group after the Effective Time.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.1(b), (ii) as may be otherwise expressly provided in this Agreement or in any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIISection 6, each Party, Party (A) for itself and each member of its respective Group, their respective Affiliates and as of immediately prior to the Effective Time and, to the extent legally permissible, all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do does hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholdersstockholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation Internal Reorganization and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary AgreementsAgreements and (B) in any event will not, and will cause its respective Subsidiaries not to, bring any Action or claim against any member of the other Groups in respect of any such Liabilities.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b5.1(c), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement other Transaction Document and (iii) for any matter for which any Party party is entitled to indemnification or contribution pursuant to this Article VIIIVI, each Partyeffective as of the Effective Time, Enterprise does hereby, for itself and each other member of its respective the Enterprise Group, their respective Affiliates Affiliates, successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were have been directors, officers, agents or employees of any member of their the Enterprise Group (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties HP and the other members of such other Parties’ the HPI Group, their respective Affiliates Affiliates, successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were have been shareholders, directors, officers, agents or employees of any member of such other Parties the HPI Group (in each case, in their respective capacities as such), in each case, together with 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, by operation of Law or otherwise, to the extent 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 on or before prior to the Relevant Effective Time, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions Reorganization, the Distribution and any of the other transactions contemplated hereunder and under by this Agreement or the Ancillary Agreementsother Transaction Documents.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b5.1(c), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party HII Indemnitee is entitled to indemnification or contribution pursuant to this Article VIIIV, each Partyeffective as of the Distribution, HII does hereby, for itself and each member of its respective Group, other HII Entity and their respective Affiliates Affiliates, predecessors, successors and assigns, and, to the extent HII legally may, all Persons who that at any time prior or subsequent to the Relevant Time were Distribution have been stockholders, directors, officers, members, agents or employees of HII or any member of their Group other HII Entity (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Groupeach New NGC Entity, their respective Affiliates Affiliates, successors and assigns, and all Persons who that at any time prior to the Relevant Time were shareholdersDistribution have been stockholders, directors, officers, members, agents or employees of New NGC or any member of such other Parties New NGC Entity (in each case, in their respective capacities as such), in each case, together with and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law law or in equity (including any right of contribution)equity, whether arising under any Contractcontract or agreement, by operation of Law law or otherwise, existing or arising from or relating to 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 on or before the Relevant TimeDistribution Date, whether or not known as of the Distribution Date, including in connection any claims with respect to the Plan of Separation and all other activities to implement the Distributions and any sufficiency or condition of the other transactions contemplated hereunder and under Shipbuilding Assets or the Ancillary Agreementsallocation of Liabilities to the HII Group.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.1(b), (ii) as may be otherwise expressly provided in this Agreement or in any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIVI, each Party, Party for itself and each member of its respective Group, their respective Affiliates as of the Effective Time and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do does hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholdersstockholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary Agreements, and in any event will not, and will cause its respective Subsidiaries not to, bring any Action or claim against any member of the other Groups in respect of any such Liabilities.

Release of Pre-Distribution Claims. (a) Except as provided in (i) as provided in Section 8.1(b), Sections 4.1(c) and 4.1(d) and (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIAgreement, each Partyeffective as of the Effective Time, nVent does hereby, for itself and and, to the extent permitted by applicable Law, each other member of its respective the nVent Group, their respective Affiliates (other than any member of the Pentair Group), successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were have been shareholders, directors, officers, agents or employees of any member of such other Parties the nVent Group (in each case, in their respective capacities as such), remise, release and forever discharge Pentair and the members of the Pentair Group, their respective Affiliates (other than any member of the nVent Group), successors and assigns, and all Persons who at any time prior to the Effective Time have been shareholders, directors, officers, agents or employees of any member of the Pentair Group (in each case, together with 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 Contractcontract 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 on or before the Relevant Effective Time, including in connection with (x) the Plan of Separation transactions and all other activities to implement the Distributions Separation and the Distribution and (y) any of nVent Liabilities existing or arising from the other transactions contemplated hereunder and under the Ancillary Agreementsinsurance policies written by nVent Insurance Company.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b5.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement Agreement, and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIARTICLE V, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their respective Group (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholders, directors, officers, agents or employees of any member of such other Parties (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any Contract, by operation of Law or otherwise, including for fraud, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation and all other activities to implement the Distributions Distribution, the Separation and any of the other transactions contemplated hereunder and under any of the Ancillary Agreements.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b7.1(b), (ii) as may be otherwise expressly provided in this Agreement or in any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIISection 7, each Party, Party (A) for itself and each member of its respective Group, their respective Affiliates and as of immediately prior to the Effective Time and, to the extent legally permissible, all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do does hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholdersstockholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation Internal Reorganization and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary AgreementsAgreements and (B) in any event will not, and will cause its respective Subsidiaries not to, bring any Action or claim against any member of the other Groups in respect of any such Liabilities.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b5.1(a), (ii) as may be otherwise expressly provided in this Agreement, the Merger Agreement or any Ancillary Agreement in the Transition Services Agreement, and (iii) for any matter for which any Indemnified Party is entitled to indemnification or contribution pursuant to this Article VIIIARTICLE V, each Party, for Party (A) on behalf of itself and each member of its respective Group, their respective Affiliates and to the extent permitted by Law, all Persons who at any time prior to the Relevant Time Distribution were shareholders, directors, officers, agents or employees of any member of their its respective Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby (x) does hereby, irrevocably but effective at the time of and conditioned upon the occurrence of the Distribution, and (y) at the time of the Distribution shall remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Group, Party’s Group and their respective Affiliates successors and all Persons who at any time prior to the Relevant Time Distribution were shareholders, directors, officers, agents or employees of any member of such other Parties Party’s Group (in their respective capacities capacity as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, assigns from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution)equity, whether arising under any Contract, by operation of Law or otherwise, in each case, 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 on or before the Relevant TimeDistribution, including in connection with the Plan of Separation and all other activities to implement the Distributions and Pre-Closing Reorganization, Distribution or any of the other transactions contemplated hereunder and under the Ancillary AgreementsTransition Services Agreement and (B) in any event will not, and will cause its respective Subsidiaries not to, bring any Proceeding or claim against any member of the other Group in respect of such Liabilities. Each Party hereby acknowledges that it is aware that factual matters now unknown to it may have given or may hereafter give rise to Liabilities that are presently unknown, unanticipated and unsuspected, and further agrees that this release has been negotiated and agreed upon in light of that awareness.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b10.1(b), (ii) effective as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIof the Effective Time, each PartyParty does hereby, for on behalf of itself and each member of its respective GroupSubsidiaries and Affiliates, their respective Affiliates successors and assigns and all Persons who at any time prior to the Relevant Effective Time were have been shareholders, directors, officers, agents or employees of any member of their Group either Party (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties Party, its respective Subsidiaries and the other members of such other Parties’ GroupAffiliates, their respective Affiliates successors and assigns and all Persons who at any time prior to the Relevant Effective Time were have been shareholders, directors, officers, agents or employees of any member of such other Parties Party or such Subsidiaries or Affiliates (in each case, in their respective capacities as such), in each case, together with and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any Contractcontract or agreement, by operation of Law 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions Distribution. In connection with the foregoing, on or before the Distribution Date, Xxxxxxxx-Xxxxx, at Xxxxxxxx-Xxxxx’x expense, shall cause its directors and any officers insurance policies existing as of the other transactions contemplated hereunder Distribution Date to extend coverage for the Persons transferring to Halyard that were covered by such policies immediately prior to the Distribution, and under for the Ancillary Agreementsamounts provided thereby, for a period of at least six years after the Distribution as to all claims based upon occurrences prior to the Distribution that would have been covered by such insurance absent the Distribution.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.1(b), (ii) as may be otherwise expressly provided in this Agreement, the Merger Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIVI, each Party, Party (A) for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their its Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Party’s Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholders, directors, officers, agents or employees of any member of such other Parties Party’s Group (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary AgreementsAgreements and (B) in any event will not, and will cause its respective Subsidiaries not to, bring any Action or claim against any member of the other Group in respect of any such Liabilities.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.01(c)(i), (ii) effective as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIof the Distribution Date, each Partyof EnPro and Coltec does hereby, for itself and each other member of its respective Group, the EnPro Group and their respective Affiliates Affiliates, successors and assigns, and all Persons who at any time prior to the Relevant Time were Distribution Date have been directors, shareholders, officers, agents employees, agents, consultants, representatives or employees successors of any member of their the EnPro Group (in each case, in their respective capacities as such and in a derivative and not personal capacity), remise, fully and forever release and absolutely discharge each of Xxxxxxxx, the members of the Xxxxxxxx Group, their respective Affiliates, successors and assigns, and all Persons who at any time prior to the Distribution Date have been directors, shareholders, officers, employees, agents, consultants, representatives or successors of any member of the Xxxxxxxx Group (in each case, in their respective capacities as such), in each case, together with and their respective heirs, executors, administrators, successors and assignsassigns (collectively, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were shareholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such"XXXXXXXX RELEASED PARTIES"), in each case, together with their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any Contractcontract or agreement, by operation of Law 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 on or before the Relevant TimeDistribution Date, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions and any of the other transactions contemplated hereunder and under the Ancillary AgreementsDistribution.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.01(b), (ii) as may be otherwise expressly provided in this Agreement or in any Ancillary Agreement and (iii) for any matter for which any a Party is entitled to indemnification or contribution pursuant to this Article VIIIVI, each Party, Party (A) for itself and each member of its respective Group, their respective Affiliates as of the Effective Time and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do does hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Party’s Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholders, directors, officers, officers, agents or employees of any member of such other Parties Party (in their respective capacities as such), in each case, together with 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 Contractcontract, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary AgreementsAgreements and (B) in any event will not, and will cause its respective subsidiaries not to, bring any Action or claim against any member of the other Group in respect of any such Liabilities.

Release of Pre-Distribution Claims. (a) Except as provided in (i) as provided in Section 8.1(b5.1(c), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement exceptions to the indemnification provisions of Sections 5.2, 5.3 and 5.4, and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIother Transaction Document, each Partyeffective as of the Effective Time, CareFusion does hereby, for itself and each other member of its respective the CareFusion Group, their respective Affiliates Affiliates, successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were have been directors, officers, agents or employees of any member of their the CareFusion Group (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties Cardinal Health and the other members of such other Parties’ the Cardinal Health Group, their respective Affiliates Affiliates, successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were shareholdershave been stockholders, directors, officers, agents or employees of any member of such other Parties the Cardinal Health Group (in each case, in their respective capacities as such), in each case, together with 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 Contractcontract 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 on or before the Relevant TimeDistribution Date, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions Reorganization, the Distribution and any of the other transactions contemplated hereunder and under the Ancillary Agreementsother Transaction Documents.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b2.1(c), (ii) effective as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIof the Distribution Date, each PartyXxxxxxxx 66 does hereby, for itself and each other member of its respective the Xxxxxxxx 66 Group, their respective Affiliates (other than any member of the ConocoPhillips Group), successors and assigns, and all Persons who at any time prior to the Relevant Time were Distribution Date have been directors, officers, agents or employees of any member of their the Xxxxxxxx 66 Group (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties ConocoPhillips and the other members of such other Parties’ the ConocoPhillips Group, their respective Affiliates (other than any member of the Xxxxxxxx 66 Group), successors and assigns, and all Persons who at any time prior to the Relevant Time were shareholdersDistribution Date have been stockholders, directors, officers, agents or employees of any member of such other Parties the ConocoPhillips Group (in each case, in their respective capacities as such), in each case, together with and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any Contractcontract or agreement, by operation of Law 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 on or before the Relevant TimeDistribution Date, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions Separation and any of the other transactions contemplated hereunder and under the Ancillary AgreementsDistribution.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b7.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIARTICLE VII, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their respective Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation and all other activities to implement the Distributions and any of the other transactions contemplated hereunder and under any of the Ancillary Agreements. Notwithstanding anything to the contrary in the foregoing, nothing in this Agreement shall remise, release or discharge any rights or claims that any Party may have against any shareholder, director, officer, agent or employee of any member of such other Party’s Group (in their respective capacities as such) as a result of any unlawful or fraudulent conduct by such shareholder, director, officer, agent or employee of any member of such other Party’s Group.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.1(c), (ii) as may otherwise be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Trinity Indemnified Party is entitled to indemnification or contribution pursuant to this Article VIIIVI, each Partyeffective as of the Distribution, Trinity does hereby, for itself and each other member of its respective Group, the Trinity Group and their respective Affiliates successors and assigns, and, to the extent Trinity legally may, all Persons who that at any time prior or subsequent to the Relevant Time were Distribution have been stockholders, directors, officers, members, agents or employees of Trinity or any other member of their the Trinity Group (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge Arcosa and each member of the other Parties Arcosa Group and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were shareholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, assigns from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution)equity, whether arising under any ContractContract or agreement, by operation of Law or otherwise, including for fraud, existing or arising from or relating to 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 on or before the Relevant TimeDistribution, whether or not known as of the Distribution, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions Separation or the Distribution. Trinity shall not make, and shall not permit any other member of the other transactions contemplated hereunder and under Trinity Group to make, any claim or demand, or commence any Proceedings asserting any claim or demand, including any claim for indemnification, against any member of the Ancillary AgreementsArcosa Group with respect to any Liabilities released pursuant to this Section 6.1(a).

Release of Pre-Distribution Claims. (a) Except Effective as of the Relevant Time, and except (i) as provided in Section 8.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary other document executed or delivered in connection with this Agreement and (iiiii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIVI, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were directors, officers, agents or employees of any member of their its Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Party’s Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were shareholders, directors, officers, agents or employees of any member of such other Parties Party’s Group (in their respective capacities as such), in each case, together with 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)equity, whether arising under any Contract, 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 on or before the Relevant Time, including in connection with the Plan of Separation and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary Agreementsor any other document executed or delivered in connection with this Agreement.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b3.1(c), (ii) effective as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIof the Genco Distribution Date, each PartyGenco does hereby, for itself and each other member of its respective the Genco Group, their respective Affiliates (other than any member of the CenterPoint Group), successors and assigns, and all Persons who at any time prior to the Relevant Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were Genco Distribution Date have been shareholders, directors, officers, agents or employees of any member of such other Parties the Genco Group (in each case, in their respective capacities as such), remise, release and forever discharge CenterPoint, each member of the CenterPoint Group and their respective Affiliates (other than any member of the Genco Group), successors and assigns, and all Persons who at any time prior to the Genco Distribution Date have been shareholders, directors, officers, agents or employees of any member of the CenterPoint Group (in each case, together with in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoeverwhatsoever to Genco and each other member of the Genco Group, whether at Law law or in equity (including any right of contribution), whether arising under any Contractcontract or agreement, by operation of Law 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 on or before the Relevant TimeGenco Distribution Date, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions and any of the other transactions contemplated hereunder and under the Ancillary AgreementsGenco Distribution.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b), (ii5.1(c) as may be otherwise expressly provided or elsewhere in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIITransaction Agreement, each Partyeffective as of the Effective Time, MVWC does hereby, for itself and each member of its respective Group, wholly owned MVWC Entity and their respective Affiliates (other than Special Purpose Entities), predecessors, successors and assigns, and all Persons who that at any time prior to the Relevant Effective Time were have been stockholders, directors, officers, members, agents or employees of MVWC or any member of their Group such MVWC Entity (in each case, in their respective capacities as such), remise, release and forever discharge each MII Entity, their respective Affiliates, successors and assigns, and all Persons that at any time prior to the Effective Time have been stockholders, directors, officers, members, agents or employees of MII or any such wholly owned MII Entity (in each case, together with in their respective capacities as such), and their respective heirs, executors, administrators, successors and assignsassigns (collectively, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were shareholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such“MII Released Persons”), in each case, together with their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any Contractcontract or agreement, by operation of Law law or otherwise, existing or arising from or relating to 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 on or before the Relevant Effective Time, whether or not known as of the Effective Time, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions and any of Separation or the other transactions contemplated hereunder and under the Ancillary AgreementsDistribution.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b5.1(c), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement other Transaction Document and (iii) for any matter for which any Party party is entitled to indemnification or contribution pursuant to this Article VIIIV, each Partyeffective as of the Effective Time, Keysight does hereby, for itself and each other member of its respective the Keysight Group, their respective Affiliates Affiliates, successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were have been directors, officers, agents or employees of any member of their the Keysight Group (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties Agilent and the other members of such other Parties’ the Agilent Group, their respective Affiliates Affiliates, successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were have been shareholders, directors, officers, agents or employees of any member of such other Parties the Agilent Group (in each case, in their respective capacities as such), in each case, together with 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, by operation of Law or otherwise, to the extent 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 on or before prior to the Relevant Effective Time, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions Reorganization, the Distribution and any of the other transactions contemplated hereunder under this Agreement and under the Ancillary Agreementsother Transaction Documents.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.1(b), (ii) as may be otherwise expressly provided in this Agreement or in any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIVI, each Party, Party for itself and each member of its respective Group, their respective Affiliates as of the Effective Time and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do does hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholdersstockholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation Internal Reorganization and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary AgreementsAgreements and (B) in any event will not, and will cause its respective Subsidiaries not to, bring any Action or claim against any member of the other Groups in respect of any such Liabilities.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.1(b), (ii) as may be otherwise expressly provided in this Agreement, the Merger Agreement or in any Specified Ancillary Agreement and (iii) for any matter for which any either Party is entitled to indemnification or contribution pursuant to this Article VIIIVI, each Party, Party (A) for itself and each member of its respective Group, their respective Affiliates as of the Effective Time and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assignsassigns (including, do in the case of LQ Parent, Buyer upon consummation of the Merger), does hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Party’s Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholders, directors, officers, agents or employees of any member of such other Parties Party (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation Reorganization and all other activities to implement the Distributions Plan of Reorganization and the Distribution and any of the other transactions contemplated hereunder and under the Ancillary AgreementsAgreements and (B) in any event will not, and will cause its respective Subsidiaries not to, bring any Action or claim against any member of the other Group in respect of any such Liabilities.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b7.1(b), (ii) as may be otherwise expressly provided in this Agreement or in any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIVII, each Party, Party (A) for itself and each member of its respective Group, their respective Affiliates and as of the Effective Time and, to the extent legally permissible, all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do does hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholdersstockholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation Internal Reorganization and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary AgreementsAgreements and (B) in any event will not, and will cause its respective Subsidiaries not to, bring any Action or claim against any member of the other Groups in respect of any such Liabilities.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b4.01(c), (ii) effective as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIof the Distribution Date, each PartyXxxxxx does hereby, for itself and each other member of its respective the Xxxxxx Group, their respective Affiliates (other than any member of the Xxxxxxx-Xxxxx Squibb Group), successors and assigns, and all Persons who at any time prior to the Relevant Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were shareholdersDistribution Date have been stockholders, directors, officers, agents or employees of any member of such other Parties the Xxxxxx Group (in each case, in their respective capacities as such), remise, release and forever discharge each of Xxxxxxx-Xxxxx Squibb, the members of the Xxxxxxx-Xxxxx Squibb Group, their respective Affiliates (other than any member of the Xxxxxx Group), successors and assigns, and all Persons who at any time prior to the Distribution Date have been stockholders, directors, officers, agents or employees of any member of the Xxxxxxx-Xxxxx Squibb Group (in each case, together with in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any Contractcontract or agreement, by operation of Law 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 on or before the Relevant TimeDistribution Date, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions Contribution and any of the other transactions contemplated hereunder and under the Ancillary AgreementsDistribution.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIII, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were directors, officers, agents or employees of any member of the their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were shareholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Time, including in connection with the Plan of Separation and all other activities to implement the Distributions and any of the other transactions contemplated hereunder and under the Ancillary Agreements.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b7.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIVII, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their its Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Party’s Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholders, directors, officers, agents or employees of any member of such other Parties Party’s Group (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary Agreements.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b5.1(c), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party Indemnitee is entitled to indemnification or contribution pursuant to this Article VIIIV, each Party, for on behalf of itself and each member of its respective Group, their respective Affiliates and to the extent permitted by Law, all Persons who at any time prior to the Relevant Time Spinco Distribution were shareholders, directors, officers, agents or employees of any member of their its respective Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, (x) do hereby hereby, irrevocably but effective at the time of and conditioned upon the occurrence of the Spinco Distribution, and (y) at the time of the Spinco Distribution shall remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Group, Party’s Group and their respective Affiliates successors and all Persons who at any time prior to the Relevant Time Spinco Distribution were shareholders, directors, officers, agents or employees of any member of such other Parties Party’s Group (in their respective capacities capacity as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, assigns from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution)equity, whether arising under any Contract, by operation of Law or otherwise, in each case, 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 on or before the Relevant TimeSpinco Distribution, including in connection with the Plan of Separation and all other activities to implement the Distributions and Separation, Spinco Distribution or any of the other transactions contemplated hereunder and under the Ancillary Agreements, provided, however, that no Spinco Employee shall be remised, released and discharged to the extent such Liability relates to, arises out of or results from intentional misconduct by such employee. The foregoing release includes a release of any rights and benefits conferred by or under California Civil Code Section 1542 or any law of the United States or principle of common law or any law, which is similar, comparable, or equivalent to California Civil Code Section 1542, which provides: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY. Each Party hereby acknowledges that it is aware that factual matters now unknown to it may have given or may hereafter give rise to Liabilities that are presently unknown, unanticipated and unsuspected, and further agrees that this release has been negotiated and agreed upon in light of that awareness and nevertheless each Party expressly waives any and all rights which they may have under Section 1542 of the California Civil Code or any other state or federal statute or common law principle of similar effect.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIVI, each Party, for on behalf of itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their respective Group (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, and solely for the benefit of the other Party, do hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholdersstockholders, directors, officers, agents or employees of any member of such other Parties Parties’ Group (in each case, in their respective capacities as such), in each case, together with 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, by operation of Law or otherwise, including for fraud, 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 on at or before the Relevant Effective Time, including in connection with the Plan of Separation and all other activities to implement the Distributions Distribution, the Separation and any of the other transactions contemplated hereunder and under any of the Ancillary Agreements.

Release of Pre-Distribution Claims. (a) Except as provided in (i) as provided in Section 8.1(b5.1(c), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement exceptions to the indemnification provisions of Sections 5.2, 5.3 and 5.4, and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIAncillary Agreement, each Partyeffective as of the Effective Time, Spinco does hereby, for itself and each other member of its respective the Spinco Group, their respective Affiliates Subsidiaries, successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were have been directors, officers, agents or employees of any member of their the Spinco Group (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties GGP and the other members of such other Parties’ the GGP Group, their respective Affiliates Subsidiaries, successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were shareholdershave been stockholders, equityholders, directors, officers, agents or employees of any member of such other Parties the GGP Group (in each case, in their respective capacities as such), in each case, together with 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 ContractContract 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 on or before the Relevant TimeEffective Date, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions Restructuring, the Distribution and any of the other transactions contemplated hereunder and under the Ancillary Agreements.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b5.01(c), (ii) effective as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIof the Effective Time, each PartyWater Pik does hereby, for itself and each other member of its respective the Water Pik Group, their respective Affiliates (other than any member of the ATI Group), successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were shareholdershave been stockholders, directors, officers, agents or employees of any member of such other Parties the Water Pik Group (in each case, in their respective capacities as such), remise, release and forever discharge each of ATI and Teledyne Technologies, the respective members of the ATI Group and the Teledyne Technologies Group, their respective Affiliates (other than any member of the Water Pik Group), successors and assigns, and all Persons who at any time prior to the Effective Time have been stockholders, directors, officers, agents or employees of any member of ATI or the Teledyne Technologies Group (in each case, together with in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any Contractcontract or agreement, by operation of Law 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation transactions and all other activities undertaken to implement the Distributions and any of Separation or the other transactions contemplated hereunder and under the Ancillary AgreementsDistribution.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b7.1(b), (ii) as may be otherwise expressly provided in this Agreement or in any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIVII, each Party, Party (A) for itself and each member of its respective Group, their respective Affiliates as of the Effective Time and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do does hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholdersstockholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation Reorganization and all other activities to implement the Plan of Reorganization and the Distributions and any of the other transactions contemplated hereunder and under the Ancillary AgreementsAgreements and (B) in any event will not, and will cause its respective Subsidiaries not to, bring any Action or claim against any member of the other Groups in respect of any such Liabilities.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.1(c), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement Transaction Document and (iii) for any matter for which any an Entertainment Indemnified Party is entitled to indemnification or contribution pursuant to this Article VIIISections 6.3 or 6.4, each Partyeffective as of the Distribution Date, Entertainment, for itself and each other member of its respective the Entertainment Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time Distribution Date were directors, officers, agents or employees of any member of their the Entertainment Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do does hereby remise, release and forever discharge the other Parties CCU and the other members of such other Parties’ the CCU Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time Distribution Date were shareholders, directors, officers, agents or employees of any member of such other Parties the CCU Group (in their respective capacities as such), in each case, together with 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 Contractcontract 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 on or before the Relevant TimeDistribution Date, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions Contribution, the Distribution and any of the other transactions contemplated hereunder and under the Ancillary AgreementsTransaction Documents.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b7.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party Indemnitee is entitled to indemnification or contribution pursuant to this Article VIIIVII, each Party, for on behalf of itself and each member of its respective Group, their respective Affiliates and and, to the extent permitted by Law, all Persons who at any time prior to the Relevant Time were directors, officers, agents or employees of any member of their its respective Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Group, Party’s Group and their respective Affiliates successors and all Persons who at any time prior to the Relevant Time were shareholders, directors, officers, agents officers or employees of any member of such other Parties Party’s Group (in their respective capacities capacity as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, assigns from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution)equity, whether arising under any Contract, by operation of Law or otherwise, in each case, 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 on or before the Relevant Time, including in connection with the Plan of Separation Internal Reorganization, Business Realignment and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary Agreements; provided, however, that no employee shall be remised, released and discharged to the extent that such Liability relates to, arises out of or results from intentional misconduct by such employee.

Release of Pre-Distribution Claims. (a) Except as provided in (i) as provided in Section 8.1(b), Sections 4.1(c) and 4.1(d) and (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIAgreement, each Partyeffective as of the Effective Time, Aptevo does hereby, for itself and each other member of its respective the Aptevo Group, their respective Affiliates (other than any member of the Emergent Group), successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were have been shareholders, directors, officers, agents or employees of any member of such other Parties the Aptevo Group (in each case, in their respective capacities as such), remise, release and forever discharge Emergent and the members of the Emergent Group, their respective Affiliates (other than any member of the Aptevo Group), successors and assigns, and all Persons who at any time prior to the Effective Time have been shareholders, directors, officers, agents or employees of any member of the Emergent Group (in each case, together with in their respective capacities as such), and their respective heirs, executors, administrators, successors and assignsassigns (the “Emergent Released Parties”), from any and all Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any Contractcontract 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 on at or before the Relevant Effective Time, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions Separation and any of the other transactions contemplated hereunder and under the Ancillary AgreementsDistribution.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b6.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIARTICLE VI, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their respective Group (in each case, in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholders, directors, officers, agents or employees of any member of such other Parties (in each case, in their respective capacities as such), in each case, together with 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, by operation of Law or otherwise, including for fraud, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation and all other activities to implement the Distributions Distribution, the Separation and any of the other transactions contemplated hereunder and under any of the Ancillary Agreements.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b), (ii) as may be otherwise expressly provided in this Agreement, any Ancillary Agreement or any Ancillary the Transaction Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIII, effective as of the Effective Time, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholdersunitholders, members, stockholders, directors, officers, agents or employees of such other Party or any member of such other Parties Parties’ Group (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation transactions contemplated by this Agreement and the Ancillary Agreements, as each may be amended or modified from time to time, and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary Agreements.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b7.01(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for with respect to which any Party is entitled to indemnification or contribution pursuant to this Article VIIIARTICLE VII, each Party, for on behalf of itself and each other member of its respective Group, its and their respective Affiliates and, to the extent it may legally do so, all Persons who at any time prior to the Effective Time were shareholders (other than the public shareholders of B/E), directors, officers, agents or employees of it or any other member of its Group (in their respective capacities as such), in each case do hereby remise, release and forever discharge the other Party and the other members of such other Party’s Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholders, directors, officers, agents or employees of any member of such other Parties Party or other member of such other Party’s Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, case from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution), whether arising under any Contract, 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 alleged to have failed to occur or any conditions conditions, in each case existing or alleged to have existed on or before the Relevant Effective Time, including in connection with the Plan of Separation transactions contemplated hereby and all other activities to implement the Distributions and any of the other transactions contemplated hereunder hereby and under the Ancillary Agreements.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b5.1(c), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement Agreement, and (iii) for any matter for which any Party Indemnitee is entitled to indemnification or contribution pursuant to this Article VIIIV, each Partyof Remainco and Spinco, for on behalf of itself and each member of its respective Group, their respective Affiliates and to the extent permitted by Law, all Persons who at any time prior to the Relevant Time Spinco Distribution were shareholders, directors, officers, agents or employees of any member of their its respective Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, (x) do hereby remisehereby, irrevocably but effective at the time of and conditioned upon the occurrence of the Spinco Distribution, and (y) at the time of the Spinco Distribution shall release and forever discharge the other Parties Party and the other members of such other Parties’ Group, Party’s Group and their respective Affiliates successors and all Persons who at any time prior to the Relevant Time Spinco Distribution were shareholders, directors, officers, agents or employees of any member of such other Parties Party’s Group (in their respective capacities capacity as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, assigns from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution)equity, whether arising under any Contract, by operation of Law or otherwise, in each case, 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 on or before the Relevant TimeSpinco Distribution, including in connection with the Plan of Separation and all other activities to implement Separation, the Distributions and Initial Spin, the Spinco Distribution or any of the other transactions contemplated hereunder and under the Ancillary Agreements, provided, however, that no Spinco Employee shall be released and discharged to the extent such Liability relates to, arises out of or results from intentional misconduct by such employee. The foregoing release includes a release of any rights and benefits conferred by or under California Civil Code Section 1542 or any Law of the United States or principle of common law or any Law, which is similar, comparable, or equivalent to California Civil Code Section 1542, which provides: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY. Each Party hereby acknowledges that it is aware that factual matters now unknown to it may have given or may hereafter give rise to Liabilities that are presently unknown, unanticipated and unsuspected, and further agrees that this release has been negotiated and agreed upon in light of that awareness and nevertheless each Party expressly waives any and all rights which they may have under Section 1542 of the California Civil Code or any other state or federal statute or common law principle of similar effect.

Release of Pre-Distribution Claims. (at) Except (i) as provided in Section 8.1(b7.1(b), (ii) as may be otherwise expressly provided in this Agreement or in any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIISection 7, each Party, Party (A) for itself and each member of its respective Group, their respective Affiliates and as of immediately prior to the Effective Time and, to the extent legally permissible, all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do does hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholdersstockholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation Internal Reorganization and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary AgreementsAgreements and (B) in any event will not, and will cause its respective Subsidiaries not to, bring any Action or claim against any member of the other Groups in respect of any such Liabilities.

Release of Pre-Distribution Claims. (a) Except as provided in (i) as provided in Section 8.1(b), Sections 4.1(c) and 4.1(d) and (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIAgreement, each Partyeffective as of the Effective Time, Aptevo does hereby, for itself and each other member of its respective the Aptevo Group, their respective Affiliates (other than any member of the Emergent Group), successors and assigns, and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time were have been shareholders, directors, officers, agents or employees of any member of such other Parties the Aptevo Group (in each case, in their respective capacities as such), remise, release and forever discharge Emergent and the members of the Emergent Group, their respective Affiliates (other than any member of the Aptevo Group), successors and assigns, and all Persons who at any time prior to the Effective Time have been shareholders, directors, officers, agents or employees of any member of the Emergent Group (in each case, together with in their respective capacities as such), and their respective heirs, executors, administrators, successors and assignsassigns (the "Emergent Released Parties"), from any and all Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any Contractcontract 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 on at or before the Relevant Effective Time, including in connection with the Plan of Separation transactions and all other activities to implement the Distributions Separation and any of the other transactions contemplated hereunder and under the Ancillary AgreementsDistribution.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b7.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIARTICLE VII, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their respective Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties and Party, the other members of such other Parties’ Group and each member of the Joint Venture Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under any of the Ancillary Agreements. Notwithstanding anything to the contrary in the foregoing, nothing in this Agreement shall remise, release or discharge any rights or claims that any Party may have against any shareholder, director, officer, agent or employee of any member of such other Party’s Group or the Joint Venture Group (in their respective capacities as such) as a result of any unlawful or fraudulent conduct by such shareholder, director, officer, agent or employee of any member of such other Party’s Group or the Joint Venture Group.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b7.1(c), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party Indemnitee is entitled to indemnification or contribution pursuant to this Article VIIIVII, each Party, for on behalf of itself and each member of its respective Group, their respective Affiliates and to the extent permitted by Law, all Persons who at any time prior to the Relevant Time Spinco Distribution were directors, officers, agents or employees of any member of their its respective Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, (x) do hereby hereby, irrevocably but effective at the time of and conditioned upon the occurrence of the Spinco Distribution, and (y) at the time of the Spinco Distribution shall remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Group, Party’s Group and their respective Affiliates successors and all Persons who at any time prior to the Relevant Time Spinco Distribution were shareholders, directors, officers, agents officers or employees of any member of such other Parties Party’s Group (in their respective capacities capacity as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, assigns from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution)equity, whether arising under any Contract, by operation of Law or otherwise, in each case, 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 on or before the Relevant TimeSpinco Distribution, including in connection with the Plan of Separation and all other activities to implement the Distributions and Internal Reorganization, Spinco Distribution or any of the other transactions contemplated hereunder and under the Ancillary Agreements; provided, however, that no employee shall be remised, released and discharged to the extent that such Liability relates to, arises out of or results from intentional misconduct by such employee.

Release of Pre-Distribution Claims. (at) Except (i) as provided in Section 8.1(b7.1(b), (ii) as may be otherwise expressly provided in this Agreement or in any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution Exhibit 2.1 pursuant to this Article VIIISection 7, each Party, Party (A) for itself and each member of its respective Group, their respective Affiliates and as of immediately prior to the Effective Time and, to the extent legally permissible, all Persons who at any time prior to the Relevant Effective Time were directors, officers, agents or employees of any member of their Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do does hereby remise, release and forever discharge the other Parties and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Effective Time were shareholdersstockholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant Effective Time, including in connection with the Plan of Separation Internal Reorganization and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under the Ancillary AgreementsAgreements and (B) in any event will not, and will cause its respective Subsidiaries not to, bring any Action or claim against any member of the other Groups in respect of any such Liabilities.

Release of Pre-Distribution Claims. (a) Except (i) as provided in Section 8.1(b7.1(b), (ii) as may be otherwise expressly provided in this Agreement or any Ancillary Agreement and (iii) for any matter for which any Party is entitled to indemnification or contribution pursuant to this Article VIIIARTICLE VII, each Party, for itself and each member of its respective Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time Distribution Date were directors, officers, agents or employees of any member of their respective Group (in their respective capacities as such), in each case, together with their respective heirs, executors, administrators, successors and assigns, do hereby remise, release and forever discharge the other Parties Party and the other members of such other Parties’ Group, their respective Affiliates and all Persons who at any time prior to the Relevant Time Distribution Date were shareholders, directors, officers, agents or employees of any member of such other Parties (in their respective capacities as such), in each case, together with 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, 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 on or before the Relevant TimeDistribution Date, including in connection with the Plan of Separation and all other activities to implement the Distributions Distribution and any of the other transactions contemplated hereunder and under any of the Ancillary Agreements. Notwithstanding anything to the contrary in the foregoing, nothing in this Agreement shall remise, release or discharge any rights or claims that any Party may have against any shareholder, director, officer, agent or employee of any member of such other Party’s Group (in their respective capacities as such) as a result of any unlawful or fraudulent conduct by such shareholder, director, officer, agent or employee of any member of such other Party’s Group.