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

Release of Pre-Separation Claims. (a) Except as provided in Section 6.01(c) or elsewhere in this Agreement or the Ancillary Agreements, effective as of the Separation, Valvoline does hereby, for itself and each other member of the Valvoline Group, their respective Affiliates, and to the extent it may legally do so, successors and assigns and all Persons who at any time on or prior to the Separation have been shareholders, directors, officers, agents or employees of any member of the Valvoline Group (in each case, in their respective capacities as such), remise, release and forever discharge Ashland Global and the other members of the Ashland Global Group, their respective Affiliates, successors and assigns, and all Persons who at any time on or prior to the Separation have been shareholders, directors, officers, agents or employees of any member of the Ashland Global Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Valvoline Liabilities whatsoever, whether at Law (including CERCLA and any other Environmental Law) or in equity (including any right of contribution 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 Separation, including in connection with the Separation, the Initial Public Offering and any Distribution or Other Disposition and all other activities to implement any such transactions. This Section 6.01(a) shall not affect Ashland LLC’s indemnification obligations with respect to Liabilities arising on or before the Separation Date under Article X of the Fourth Restated Articles of Incorporation of Ashland Inc. (or any equivalent provision in the limited liability company agreement of Ashland LLC), as in effect on the date on which the event or circumstances giving rise to such indemnification obligation occur.

Release of Pre-Separation Claims. (a) Except as provided in Section 6.01(c) or elsewhere in this Agreement or the Ancillary Agreements7.01(c), effective as of the SeparationEffective Time, Valvoline Expedia does hereby, for on behalf of itself and each other member of the Valvoline Expedia Group, their respective Affiliates, and to the extent it may legally do soAffiliates (other than any member of IAC Group), successors and assigns assigns, and all Persons who at any time on or prior to the Separation Effective Time have been shareholdersstockholders (other than any member of IAC Group), directors, officers, agents or employees of any member of the Valvoline Expedia Group (in each case, in their respective capacities as such) (the “Expedia Releasors”), remiseunequivocally, unconditionally and irrevocably release and forever discharge Ashland Global and each of IAC, the other members of the Ashland Global IAC Group, their respective AffiliatesAffiliates (other than any member of Expedia Group), successors and assigns, and all Persons who at any time on or prior to the Separation Effective Time have been shareholdersstockholders, directors, officers, agents or employees of any member of the Ashland Global IAC Group (in each case, in their respective capacities as such), and their respective heirs, executors, trustees, administrators, successors and assignsassigns (the “IAC Parties”), from any and all Valvoline 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 (including CERCLA and any other Environmental Law) or in equity (including any right of contribution or recovery), whether arising under any contract or agreement, by operation of Law or otherwise, existing whether direct, derivative or arising from otherwise, which have been asserted against an IAC Party or which, whether currently known or unknown, suspected or unsuspected, fixed or contingent, and whether or not concealed or hidden, the Expedia 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 IAC 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 SeparationEffective Time, including in connection with the Separation, the Initial Public Offering and any Distribution or Other Disposition transactions and all other activities to implement any such transactions. This Section 6.01(a) shall the Separation and the Reclassification (the “Expedia Claims”); and the Expedia Releasors hereby unequivocally, unconditionally and irrevocably agree not affect Ashland LLC’s indemnification obligations to initiate proceedings with respect to, or institute, assert or threaten to Liabilities arising on or before the Separation Date under Article X of the Fourth Restated Articles of Incorporation of Ashland Inc. (or assert, any equivalent provision in the limited liability company agreement of Ashland LLC), as in effect on the date on which the event or circumstances giving rise to such indemnification obligation occurExpedia Claim.