Common use of RELEASES AND WARRANTIES Clause in Contracts

RELEASES AND WARRANTIES. 10.1 As of the Effective Date, Releasing Parties hereby fully and irrevocably release and forever discharge Released Parties from any and all liabilities, claims, cross-claims, causes of action, rights, actions, suits, debts, liens, contracts, agreements, damages, costs, attorneys’ fees, losses, expenses, obligations, or demands, of any kind whatsoever, whether state or federal, whether known or unknown, existing or potential, or suspected or unsuspected, whether raised by claim, counterclaim, setoff, or otherwise, including any known or unknown claims, which they have or may claim now or in the future to have, whether based in contract, tort, warranty, fraud, negligence, violation of federal or state statute or any other theory, that arise out of or relate to the Allegations or any other allegations asserted in the Class Action Complaint, or that were asserted or could have been asserted in the Action (the “Released Claims”). The Released Claims exclude claims for personal injury. For avoidance of doubt, the Released Claims include any and all claims against Xxxx’s past, present and future shareholders with respect to Knix’s advertising, sale and distribution of Knix Products purchased during the Class Period (other than claims for personal injury), but do not include claims against those persons or entities that do not arise from or relate to Knix’s advertising, sale or distribution of Knix Products. 10.2 In consideration for this Agreement and the consideration set forth herein, Plaintiffs and the Settlement Class Members acknowledge that the release herein includes potential claims and costs that may not be known or suspected to exist, and that Plaintiffs and the Settlement Class Members hereby agree that all rights under California Civil Code section 1542, and any similar law of any state or territory of the United States, are expressly and affirmatively waived. California Civil Code section 1542 states as follows: 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. 10.3 No person will have any claim of any kind against the Parties or their counsel or the Settlement Administrator with respect to the Settlement and the matters set forth herein, or based on determinations or distributions made substantially in accordance with this Agreement, the Final Approval Order and Judgment, or other order(s) of the Court.

RELEASES AND WARRANTIES. 10.1 The Parties represent that they have obtained the requisite authority to enter into this Settlement Agreement in a manner that binds all Parties to its terms. 10.2 As of the Effective Date, Releasing Parties hereby fully and irrevocably release and forever discharge Released Parties from any and all liabilities, claims, cross-claims, causes of actiondemands, rights, actionsdamages, arbitrations, liabilities, obligations, suits, debts, liens, contractsand causes of action (including, agreementswithout limitation, damages, costs, claims for attorneys’ feesfees and expenses and costs) pursuant to any theory of recovery (including, lossesbut not limited to, expensesthose based in contract or tort, obligationscommon law or equity, federal, state, or demandslocal law, statute, ordinance, or regulation) of any kind every nature and description whatsoever, whether state ascertained or federalunascertained, whether known or unknown, existing or potential, or suspected or unsuspected, whether raised by claim, counterclaim, setoff, existing or otherwiseclaimed to exist, including any known or unknown claims, which they claims as of the execution date of the Settlement that have or may claim now or in the future to have, whether based in contract, tort, warranty, fraud, negligence, violation of federal or state statute or any other theory, that arise out of or relate to the Allegations or any other allegations asserted in the Class Action Complaint, or that were asserted been or could have been asserted in the Action Action, including any such claims the Releasing Parties may have against the Released Parties arising out of, in whole or in part, the conduct of any other third party (the “Released Claims”). The Released Claims exclude claims for personal injury. For avoidance of doubt, the Released Claims include any and all claims against Xxxx’s past, present and future shareholders with respect to Knix’s advertising, sale and distribution of Knix Products purchased during the Class Period (other than claims for personal injury), but do not include claims against those persons or entities that do not arise from or relate to Knix’s advertising, sale or distribution of Knix Products. 10.2 10.3 In consideration for this Agreement and the consideration set forth herein, Plaintiffs and the Settlement Class Members acknowledge that the release herein includes potential any and all claims, demands, rights, damages, arbitrations, liabilities, obligations, suits, debts, liens, and causes of action (including, without limitation, claims for attorneys’ fees and costs that may expenses and costs) pursuant to any theory of recovery (including, but not be known limited to, those based in contract or tort, common law or equity, federal, state, or local law, statute, ordinance, or regulation) of every nature and description whatsoever, ascertained or unascertained, suspected or unsuspected, existing or claimed to exist, and including unknown claims as of the execution date of the Settlement that have been or could have been asserted in the Action, including any such claims the Releasing Parties may have against the Released Parties arising out of, in whole or in part, the conduct of any other third party. Plaintiffs and the Settlement Class Members hereby agree that all rights under California Civil Code section § 1542, and any similar law of any state or territory of the United States, are expressly and affirmatively waived. California Civil Code section § 1542 states as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT WHICH 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 THATRELEASE, WHICH IF KNOWN BY HIM OR HER, WOULD HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTYDEBTOR. 10.3 10.4 When the Final Approval Order and judgment are entered, the Action will be dismissed with prejudice. 10.5 Each Party to this Agreement represents and warrants that they have not heretofore assigned or transferred, or purported to assign or transfer, any of the Released Claims to any other person and that they are fully entitled to compromise and settle the same. 10.6 No person will have any claim of any kind against the Parties or their counsel or the Settlement Administrator with respect to the Settlement and the matters set forth herein, herein or based on determinations or distributions made substantially in accordance with this Agreement, the Final Approval Order and Judgment, or other order(s) of the Court.