Released Entities. With respect to Released Claims, Walgreens and (1) all past and present subsidiaries, divisions, predecessors, successors, and assigns (in each case, whether direct or indirect) of Walgreens; (2) all past and present subsidiaries and divisions (in each case, whether direct or indirect) of any entity described in subsection (1); (3) the respective past and present officers, directors, members, trustees, and employees of any of the foregoing (each for actions that occurred during and related to their work for, or employment with, any of Walgreens or the foregoing entities); (4) all past and present joint ventures (whether direct or indirect) of Walgreens or its subsidiaries, including in any Walgreens or subsidiary's capacity as a participating member in such joint venture; (5) all direct or indirect parents and shareholders of Walgreens (solely in their capacity as parents or shareholders of Walgreens with respect to Covered Conduct); and (6) any insurer of Walgreens or any person or entity otherwise described in subsections (1)-(5) (solely in its role as insurer of such person or entity and subject to the last sentence of Section X.C). An illustrative list of Walgreens’ present joint ventures, subsidiaries and affiliates and predecessor entities is set forth in Exhibit J. Any person or entity described in subsections (3)-(6) shall be a Released Entity solely in the capacity described in such clause and shall not be a Released Entity with respect to its conduct in any other capacity. Any joint venture or past or present subsidiary of Walgreens is a Released Entity, including any joint venture between Walgreens and any distributor, provided, however, that any joint venture partner of Walgreens or any of Walgreens subsidiaries is not a Released Entity unless it falls within subsections (1)-(6) above. With respect to joint ventures (including predecessor entities), only entities listed on Exhibit J are Released Entities. With respect to wholly-owned subsidiaries (including predecessor entities), Exhibit J represents a good faith effort by Walgreens to list all such entities, but any and all wholly-owned subsidiaries (including predecessor entities) of Walgreens are Released Entities, whether or not they are listed on Exhibit J. For the avoidance of doubt, Exhibit J is illustrative, not exhaustive, and may not specifically identify or correctly name each and every Released Entity. Any entity acquired, or joint venture entered into, by Walgreens after the Reference Date is not a Released Entity.
Appears in 4 contracts
Samples: Settlement Agreement, Settlement Agreement, Settlement Agreement