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

Release of Pre-Distribution Claims. (a) Except as provided in (i) Section 5.1(c) and (ii) any Transaction Document, effective as of the Time of Distribution, OpCo does hereby, for itself and each other member of the OpCo Group, their respective Affiliates, successors and assigns, and all Persons who at any time prior to the Time of Distribution have been directors, officers, agents or employees of any member of the OpCo Group (in each case, in their respective capacities as such), release and forever discharge Pinnacle and the other members of the Pinnacle Group, their respective Affiliates, successors and assigns, and all Persons who at any time prior to the Time of Distribution have been shareholders, directors, officers, agents or employees of any member of the Pinnacle Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution), whether arising under any contract or agreement, by operation of Law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed on or before the Time of Distribution, including in connection with the Transactions and all other activities to implement the Reorganization, the Distribution and any of the other transactions contemplated hereunder and under the other Transaction Documents.

Release of Pre-Distribution Claims. (a) Except (i) as provided in (i) Section 5.1(c) and 8.1(b), (ii) as may be otherwise expressly provided in this Agreement, any Transaction DocumentAncillary Agreement or the Merger 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 Time of DistributionEffective Time, OpCo does herebyeach Party, for itself and each other member of its respective Group (including, in the OpCo Groupcase of Fountain, Patriot and its Subsidiaries from and after the Closing), in each case, together with their respective Affiliatesadministrators, successors and assigns, do hereby remise, release and forever discharge the other Party and the other members of such other Party’s’ Group and all Persons who at any time prior to the Effective Time of Distribution have been were directors, officers, agents or employees of any member of the OpCo Group such other Parties (in each case, in their respective capacities as such), release and forever discharge Pinnacle and the other members of the Pinnacle Group, their respective Affiliates, successors and assigns, and all Persons who at any time prior to the Time of Distribution have been shareholders, directors, officers, agents or employees of any member of the Pinnacle Group (in each case, in their respective capacities as such), and 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 or agreementContract, 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 Time of DistributionEffective Time, including in connection with the Transactions Fountain Plan of Separation and all other activities to implement the Reorganization, the Fountain Distribution and any of the other transactions contemplated hereunder and under the other Transaction DocumentsAncillary Agreements.

Release of Pre-Distribution Claims. (a) Except as provided in (iSection 5.01(c) Section 5.1(c) and (ii) any Transaction Documentor elsewhere in this Agreement or the Ancillary Agreements, effective as of the Time of Distribution, OpCo NBI does hereby, for itself itself, its respective Affiliates, to the extent it may legally do so, successors and assigns, and all Persons who at any time on or prior to the Distribution have been shareholders, directors, officers, agents or employees of NBI (in each case, in their respective capacities as such), remise, release and forever discharge Neurotrope and the other member members of the OpCo Neurotrope Group, their respective Affiliates, successors and assigns, and all Persons who at any time on or prior to the Time of Distribution have been directors, officers, agents or employees of any member of the OpCo Group (in each case, in their respective capacities as such), release and forever discharge Pinnacle and the other members of the Pinnacle Group, their respective Affiliates, successors and assigns, and all Persons who at any time prior to the Time of Distribution have been shareholders, directors, officers, agents or employees of any member of the Pinnacle Neurotrope Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all NBI Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any contract 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 Time of Distribution, including in connection with the Transactions Spin-Off and all other activities to implement the Reorganization, the Distribution and any of the other transactions contemplated hereunder and under the other Transaction DocumentsSpin-Off.

Release of Pre-Distribution Claims. (a) Except as provided in (iSection 6.01(c) Section 5.1(c) and (ii) any Transaction Documentor elsewhere in this Agreement or the Ancillary Agreements, effective as of the Time of Distribution, OpCo BNED does hereby, for itself and each other member of the OpCo BNED Group, their respective Affiliates, to the extent it may legally do so, successors and assigns, and all Persons who at any time on or prior to the Distribution have been stockholders, directors, officers, agents or employees of any member of the BNED Group (in each case, in their respective capacities as such), remise, release and forever discharge B&N and the other members of the B&N Group, their respective Affiliates, successors and assigns, and all Persons who at any time on or prior to the Time of Distribution have been directors, officers, agents or employees of any member of the OpCo Group (in each case, in their respective capacities as such), release and forever discharge Pinnacle and the other members of the Pinnacle Group, their respective Affiliates, successors and assigns, and all Persons who at any time prior to the Time of Distribution have been shareholdersstockholders, directors, officers, agents or employees of any member of the Pinnacle B&N Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all BNED Liabilities whatsoever, whether at Law or in equity (including any right of contribution), whether arising under any contract or agreement, by operation of Law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed on or before the Time of Distribution, including in connection with the Transactions Spin-Off and all other activities to implement the Reorganization, the Distribution and any of the other transactions contemplated hereunder and under the other Transaction DocumentsSpin-Off.

Release of Pre-Distribution Claims. (a) Except as provided in (i) Section 5.1(c) and (ii) any Transaction Document), effective as of the Time of DistributionDistribution Date, OpCo Corner Store does hereby, for itself and each other member of the OpCo Corner Store Group, their respective AffiliatesAffiliates (other than any member of the Valero Group), successors and assigns, and all Persons who at any time prior to the Time of Distribution Date have been directors, officers, agents or employees of any member of the OpCo Corner Store Group (in each case, in their respective capacities as such), remise, release and forever discharge Pinnacle Valero and the other members of the Pinnacle Valero Group, their respective AffiliatesAffiliates (other than any member of the Corner Store Group), successors and assigns, and all Persons who at any time prior to the Time of Distribution Date have been shareholdersstockholders, directors, officers, agents or employees of any member of the Pinnacle Valero Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution), whether arising under any contract or agreement, by operation of Law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed on or before the Time of DistributionDistribution Date, including in connection with the Transactions transactions related to or undertaken in connection with the Separation and the Distribution and all other activities to implement the Reorganization, Separation and the Distribution and any of the other transactions or contemplated hereunder and under the other Transaction Documentshereunder.

Release of Pre-Distribution Claims. (a) Except as provided in (iSECTION 6.01(d) Section 5.1(c) and (ii) any Transaction Documentor elsewhere in this Agreement or the Ancillary Agreements, effective as of the Time of Distribution, OpCo Concentra does hereby, for itself and each other member of the OpCo Concentra Group, their respective Affiliates, and to the extent it may legally do so, successors and assigns, assigns and all Persons who at any time on or prior to the Time of Distribution have been directors, officers, agents or employees of any member of the OpCo Group (in each case, in their respective capacities as such), release and forever discharge Pinnacle and the other members of the Pinnacle Group, their respective Affiliates, successors and assigns, and all Persons who at any time prior to the Time of Distribution have been shareholders, directors, officers, agents or employees of any member of the Pinnacle Concentra Group (in each case, in their respective capacities as such), remise, release and forever discharge Select and the other members of the Select Group, their respective successors and assigns and all Persons who at any time on or prior to the Distribution have been shareholders, directors, officers, agents or employees of any member of the Select Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities of Concentra whatsoever, whether at Law or in equity (including any right of contributioncontribution or recovery), whether arising under any contract or agreement, by operation of Law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed on or before the Time of Distribution, including in connection with the Transactions Distribution, the Initial Public Offering and all other activities to implement the Reorganization, the Distribution and any of the other transactions contemplated hereunder and under the other Transaction Documentssuch transactions.

Release of Pre-Distribution Claims. (a) Except as provided in (iSection 6.01(c) Section 5.1(c) and (ii) any Transaction Documentor elsewhere in this Agreement or the Ancillary Agreements, effective as of the Time of Distribution, OpCo Time does hereby, for itself and each other member of the OpCo Time Group, their respective Affiliates, to the extent it may legally do so, successors and assigns, and all Persons who at any time on or prior to the Distribution have been shareholders, directors, officers, agents or employees of any member of the Time Group (in each case, in their respective capacities as such), remise, release and forever discharge TWX and the other members of the TWX Group, their respective Affiliates, successors and assigns, and all Persons who at any time on or prior to the Time of Distribution have been directors, officers, agents or employees of any member of the OpCo Group (in each case, in their respective capacities as such), release and forever discharge Pinnacle and the other members of the Pinnacle Group, their respective Affiliates, successors and assigns, and all Persons who at any time prior to the Time of Distribution have been shareholders, directors, officers, agents or employees of any member of the Pinnacle TWX Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Time Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any contract 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 Time of Distribution, including in connection with the Transactions Spin-Off and all other activities to implement the Reorganization, the Distribution and any of the other transactions contemplated hereunder and under the other Transaction DocumentsSpin-Off.

Release of Pre-Distribution Claims. (a) Except as provided in (i) Section 5.1(c) and (ii) any Transaction Document2.1(c), effective as of the Time of DistributionDistribution Date, OpCo Civeo does hereby, for itself and each other member of the OpCo Civeo Group, their respective AffiliatesAffiliates (other than any member of the Oil States Group), successors and assigns, and all Persons who at any time prior to the Time of Distribution Date have been directors, officers, agents or employees of any member of the OpCo Civeo Group (in each case, in their respective capacities as such), remise, release and forever discharge Pinnacle Oil States and the other members of the Pinnacle Oil States Group, their respective AffiliatesAffiliates (other than any member of the Civeo Group), successors and assigns, and all Persons who at any time prior to the Time of Distribution Date have been shareholdersstockholders, directors, officers, agents or employees of any member of the Pinnacle Oil States Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any contract 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 Time of DistributionDistribution Date, including in connection with the Transactions transactions and all other activities to implement the Reorganization, Separation and the Distribution and any of the other transactions contemplated hereunder and under the other Transaction DocumentsDistribution.

Release of Pre-Distribution Claims. (a) Except as provided in (i) Section 5.1(c) and (ii) any Transaction Document), effective as of the Time of DistributionEffective Time, OpCo SpinCo does hereby, for itself and each other member of the OpCo SpinCo Group, their respective AffiliatesAffiliates (other than any member of the NOV Group), successors and assigns, and all Persons who at any time prior to the Effective Time of Distribution have been directors, officers, agents or employees of any member of the OpCo SpinCo Group (in each case, in their respective capacities as such), release and forever discharge Pinnacle NOV and the other members of the Pinnacle NOV Group, their respective AffiliatesAffiliates (other than any member of the SpinCo Group), successors and assigns, and all Persons who at any time prior to the Effective Time of Distribution have been shareholdersstockholders, directors, officers, agents or employees of any member of the Pinnacle NOV Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution), whether arising under any contract or agreement, by operation of Law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed on or before the Time of DistributionEffective Time, including in connection with the Transactions transactions related to or undertaken in connection with the Separation and the Distribution and all other activities to implement the Reorganization, Separation and the Distribution and any of the other transactions or contemplated hereunder and under the other Transaction Documentshereunder.

Release of Pre-Distribution Claims. (a) Except as provided in (iSection 5.01(c) Section 5.1(c) and (ii) any Transaction Documentor elsewhere in this Agreement or the Ancillary Agreements, effective as of the Time of Distribution, OpCo OSH does hereby, for itself and each other member of the OpCo OSH Group, their respective Affiliates, successors and assigns, and all Persons who at any time on or prior to the Time of Distribution Date have been shareholders, directors, officers, agents or employees of any member of the OpCo OSH Group (in each case, in their respective capacities as such), remise, release and forever discharge Pinnacle SHLD and the other members of the Pinnacle SHLD Group, their respective Affiliates, successors and assigns, and all Persons who at any time on or prior to the Time of Distribution Date have been shareholders, directors, officers, agents or employees of any member of the Pinnacle SHLD Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all OSH Liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any contract 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 Time of DistributionDistribution Date, including in connection with the Transactions transactions and all other activities to implement the Reorganization, Pre-Distribution Transactions or the Distribution and any of the other transactions contemplated hereunder and under the other Transaction DocumentsDistribution.

Release of Pre-Distribution Claims. (a) Except as provided in (i) Section 5.1(c) and (ii) any Transaction Documentthe Tax Matters Agreement, effective as of the Time of DistributionEffective Time, OpCo Crimson does hereby, for itself and each other member of the OpCo Crimson Group, their respective AffiliatesSubsidiaries, successors and assigns, and all Persons who at any time prior to the Effective Time of Distribution have been directors, officers, agents or employees of any member of the OpCo Crimson Group (in each case, in their respective capacities as such), remise, release and forever discharge Pinnacle Leucadia and the other members of the Pinnacle Leucadia Group, their respective AffiliatesSubsidiaries, successors and assigns, and all Persons who at any time prior to the Effective Time of Distribution have been shareholdersstockholders, equityholders, directors, officers, agents or employees of any member of the Pinnacle Leucadia Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities liabilities whatsoever, whether at Law law or in equity (including any right of contribution), whether arising under any contract Contract or agreement, by operation of Law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed on at or before the Time of DistributionEffective Time, including in connection with the Transactions transactions and all other activities to implement the ReorganizationContribution, the Distribution and any of the other transactions contemplated hereunder and under the other Transaction DocumentsTax Matters Agreement.

Release of Pre-Distribution Claims. (a) Except as provided in (i) Section 5.1(c) and (ii) any Transaction Document, effective as of the Time of Distribution, OpCo SpinCo does hereby, for itself and each other member of the OpCo SpinCo Group, their respective Affiliates, successors and assigns, and all Persons who at any time prior to the Time of Distribution have been directors, officers, agents or employees of any member of the OpCo SpinCo Group (in each case, in their respective capacities as such), release and forever discharge Pinnacle the Company and the other members of the Pinnacle RemainCo Group, their respective Affiliates, successors and assigns, and all Persons who at any time prior to the Time of Distribution have been shareholders, directors, officers, agents or employees of any member of the Pinnacle RemainCo Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever, whether at Law or in equity (including any right of contribution), whether arising under any contract or agreement, by operation of Law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed on or before the Time of Distribution, including in connection with the Transactions and all other activities to implement the ReorganizationSeparation, the Distribution and any of the other transactions contemplated hereunder and under the other Transaction Documents.