Common use of Releases by Debtors Clause in Contracts

Releases by Debtors. As of the Plan Effective Date, except for the rights that remain in effect from and after the Plan Effective Date to enforce the Plan, the Definitive Documents, and the obligations contemplated by the Restructuring or as otherwise provided in any order of the Bankruptcy Court, on and after the Plan Effective Date, the Released Parties will be deemed conclusively, absolutely, unconditionally, irrevocably, and forever released and discharged, by and on behalf of the Debtors and the Estates, in each case on behalf of itself and its respective successors, assigns, and representatives and any and all other Persons that may purport to assert any Cause of Action derivatively, by or through the foregoing Persons, from any and all Claims and Causes of Action whatsoever (including any derivative claims, asserted or assertable on behalf of the Debtors or the Estates), whether liquidated or unliquidated, fixed or contingent, matured or unmatured, known or unknown, foreseen or unforeseen, asserted or unasserted, accrued or unaccrued, existing or hereinafter arising, whether in law or equity, whether sounding in tort or contract, whether arising under federal or state statutory or common law, or any other applicable international, foreign, or domestic law, rule, statute, regulation, treaty, right, duty, requirement or otherwise, that the Debtors, the Estates, or their affiliates, heirs, executors, administrators, successors, assigns, managers, accountants, attorneys, representatives, consultants, agents, and any other Persons claiming under or through them would have been legally entitled to assert in their own right (whether individually or collectively) or on behalf of the holder of any Claim or Interest or other Person, based on or relating to, or in any manner arising from, in whole or in part, the Debtors or the Estates, the Chapter 11 Cases, the Restructuring, the purchase, sale, or rescission of the purchase or sale of any security of the Debtors, the subject matter of, or the transactions or events giving rise to, any Claim or Interest that is treated under the Plan, the business or contractual arrangements or interactions between the Debtors and any Released Party, the restructuring of any Claim or Interest before or during the Chapter 11 Cases, the negotiation, formulation, preparation, or consummation of the RSA, the Restructuring, the Cash Collateral Orders, the Disclosure Statement, the Plan Supplement, the Plan and related agreements, instruments, and other documents, the solicitation of votes with respect to the Plan, the New GTT Financing Documentation, the New Corporate Governance Documents, and all other Definitive Documents, in all cases based upon any act or omission, transaction, agreement, event, or other occurrence taking place on or before the Plan Effective Date. Notwithstanding anything to the contrary in the foregoing, the releases set forth in the preceding paragraph shall not be construed as releasing any Released Party from any Claim or Cause of Action arising from an act or omission that is determined by a Final Order to have constituted actual fraud, willful misconduct, or gross negligence.

Releases by Debtors. As of the Plan Effective Date, except for the rights and remedies that remain in effect from and after the Plan Effective Date to enforce the Plan, the Definitive Documents, Plan and the obligations contemplated by the Restructuring Definitive Documents and the documents in the plan supplement or as otherwise provided in any order of the Bankruptcy Court, on and after the Plan Effective Date, the Released Parties will be deemed conclusively, absolutely, unconditionally, irrevocably, and forever released and discharged, to the maximum extent permitted by and on behalf of law, by the Debtors Debtors, the Reorganized Debtors, and the Estates, in each case on behalf of itself themselves and its their respective successors, assigns, and representatives and any and all other Persons that may purport to assert any Cause of Action derivatively, by or through the foregoing Persons, from any and all Claims and Causes of Action whatsoever (including any derivative claims, asserted or assertable on behalf of the Debtors Debtors, the Reorganized Debtors, or the Estates), whether liquidated or unliquidated, fixed or contingent, matured or unmatured, known or unknown, foreseen or unforeseen, asserted or unasserted, accrued or unaccrued, existing or hereinafter arising, whether in law or law, equity, whether sounding in tort or contract, whether arising under tort, or otherwise, by statute, violations of federal or state statutory securities laws or common law, or any other applicable international, foreign, or domestic law, rule, statute, regulation, treaty, right, duty, requirement or otherwise, otherwise that the Debtors, the Reorganized Debtors, the Estates, or their affiliates, heirs, executors, administrators, successors, assigns, managers, accountants, attorneys, representatives, consultants, agents, and any other Persons claiming under or through them affiliates would have been legally entitled to assert in their own right (whether individually or collectively) or on behalf of the holder of any Claim or Interest or other Person, based on or relating to, or in any manner arising from, in whole or in part, the Debtors or the EstatesDebtors, the Chapter 11 Cases, the Restructuring, the purchase, sale, or rescission of the purchase or sale of any security of the Debtors or the Reorganized Debtors, the subject matter of, or the transactions or events giving rise to, any Claim or Interest that is treated under in the Plan, the business or contractual arrangements or interactions between the Debtors any Debtor and any Released Party, the restructuring of any Claim or Interest Claims and Interests before or during the Chapter 11 Cases, the negotiation, formulation, preparation, or consummation of the Plan, the RSA, the Restructuring, Definitive Documents and the Cash Collateral Orders, documents in the Disclosure Statement, the Plan Supplement, the Plan and plan supplement or related agreements, instruments, and or other documentsdocuments relating thereto, or the solicitation of votes with respect to the Plan, the New GTT Financing Documentation, the New Corporate Governance Documents, and all other Definitive Documents, in all cases based upon any act or omission, transaction, agreement, event, or other occurrence taking place on or before the Plan Effective Date. Notwithstanding anything to the contrary in the foregoing; provided, the releases set forth in the preceding paragraph shall not however, that nothing herein will be construed to release any Person from willful misconduct or intentional fraud as releasing any Released Party from any Claim or Cause of Action arising from an act or omission that is determined by a Final Order to have constituted actual fraud, willful misconduct, or gross negligenceOrder.

Releases by Debtors. As of the Plan Effective Date, except for the rights and remedies that remain in effect from and after the Plan Effective Date to enforce the Plan, the Definitive Documents, this Plan and the obligations contemplated by the Restructuring Plan Documents or as otherwise provided in any order of the Bankruptcy Court, for good and valuable consideration, the adequacy of which is hereby confirmed, including the service of the Released Parties to facilitate the reorganization of the Debtors and the implementation of the Restructuring Transactions, on and after the Plan Effective Date, the Released Parties will shall be deemed conclusively, absolutely, unconditionally, irrevocably, and forever released and discharged, to the maximum extent permitted by and on behalf of law, by the Debtors Debtors, the Reorganized Debtors, and the Estates, in each case on behalf of itself themselves and its their respective successors, assigns, and representatives and any and all other Persons that may purport to assert any Cause of Action derivatively, by or through the foregoing Persons, from any and all Claims claims and Causes of Action whatsoever (including any derivative claims, asserted or assertable on behalf of the Debtors Debtors, the Reorganized Debtors, or the Estates), whether liquidated or unliquidated, fixed or contingent, matured or unmatured, known or unknown, foreseen or unforeseen, asserted or unasserted, accrued or unaccrued, existing or hereinafter arising, whether in law or law, equity, whether sounding in tort or contract, whether arising under tort, or otherwise, by statute, violations of federal or state statutory securities laws or common law, or any other applicable international, foreign, or domestic law, rule, statute, regulation, treaty, right, duty, requirement or otherwise, otherwise that the Debtors, the Reorganized Debtors, the Estates, or their affiliates, heirs, executors, administrators, successors, assigns, managers, accountants, attorneys, representatives, consultants, agents, and any other Persons claiming under or through them affiliates would have been legally entitled to assert in their own right (whether individually or collectively) or on behalf of the holder of any Claim or Interest or other Person, based on or relating to, or in any manner arising from, in whole or in part, the Debtors or the EstatesDebtors, the Chapter 11 Cases, the RestructuringRestructuring Transactions, the purchase, sale, or rescission of the purchase or sale of any security Security of the Debtors or the Reorganized Debtors, the subject matter of, or the transactions or events giving rise to, any Claim or Interest that is treated under the in this Plan, the business or contractual arrangements or interactions between the Debtors any Debtor and any Released Party, the restructuring of any Claim or Interest Claims and Interests before or during the Chapter 11 Cases, the negotiation, formulation, preparation, or consummation of this Plan, the RSA, the Restructuring, the Cash Collateral Orders, the Disclosure Statement, the Plan Supplement, the Plan and Documents or related agreements, instruments, and or other documentsdocuments relating thereto, or the solicitation of votes with respect to the this Plan, the New GTT Financing Documentation, the New Corporate Governance Documents, and all other Definitive Documents, in all cases based upon any act or omission, transaction, agreement, event, or other occurrence taking place on or before the Plan Effective Date. Notwithstanding anything to the contrary in the foregoing; provided, the releases set forth in the preceding paragraph however, that nothing herein shall not be construed to release any Person from willful misconduct or intentional fraud as releasing any Released Party from any Claim or Cause of Action arising from an act or omission that is determined by a Final Order to have constituted actual fraud, willful misconduct, or gross negligenceOrder.

Releases by Debtors. As of the Plan Effective Date, except for the rights and remedies that remain in effect from and after the Plan Effective Date to enforce the Plan, the Definitive Documents, Plan and the obligations contemplated by the Restructuring or as otherwise provided Definitive Documents and the documents in any order of the Bankruptcy CourtPlan Supplement, on and after the Plan Effective Date, the Released Parties will be deemed conclusively, absolutely, unconditionally, irrevocably, and forever released and discharged, by and on behalf of the Debtors Debtors, the Reorganized Debtors, and the Estates, in each case on behalf of itself themselves and its their respective successors, assigns, and representatives and any and all other Persons that may purport to assert any Cause of Action derivatively, by or through the foregoing Persons, from any and all Claims and Causes of Action whatsoever (including any derivative claims, asserted or assertable on behalf of the Debtors Debtors, the Reorganized Debtors, or the Estates), whether liquidated or unliquidated, fixed or contingent, matured or unmatured, known or unknown, foreseen or unforeseen, asserted or unasserted, accrued or unaccrued, existing or hereinafter arising, whether in law or equity, whether sounding in tort or contract, whether arising under federal or state statutory or common law, or any other applicable international, foreign, or domestic law, rule, statute, regulation, treaty, right, duty, requirement requirements or otherwise, otherwise that the Debtors, the Reorganized Debtors, the Estates, or their affiliates, heirs, executors, administrators, successors, assigns, managers, accountants, attorneys, representatives, consultants, agents, and any other Persons claiming under or through them affiliates would have been legally entitled to assert in their own right (whether individually or collectively) or on behalf of the holder of any Claim or Interest or other Person, based on or relating to, or in any manner arising from, in whole or in part, the Debtors or the EstatesDebtors, the Chapter 11 Cases, the Restructuring, the purchase, sale, or rescission of the purchase or sale of any security of the Debtors or the Reorganized Debtors, the subject matter of, or the transactions or events giving rise to, any Claim or Interest that is treated under in the Plan, the business or contractual arrangements or interactions between the Debtors any Debtor and any Released Party, the restructuring of any Claim or Interest Claims and Interests before or during the Chapter 11 Cases, the negotiation, formulation, preparation, or consummation of the RSAPlan, the RestructuringPSA, the Cash Collateral Orders, Definitive Documents and the Disclosure Statement, documents in the Plan Supplement, the Plan and Supplement or related agreements, instruments, and or other documentsdocuments relating thereto, or the solicitation of votes with respect to the Plan, the New GTT Financing Documentation, the New Corporate Governance Documents, and all other Definitive Documents, in all cases based upon any act or omission, transaction, agreement, event, or other occurrence taking place on or before the Plan Effective Date. Notwithstanding anything to the contrary in the foregoing, the releases set forth in the preceding paragraph shall not be construed as releasing any Released Party from any Claim or Cause of Action arising from an act or omission that is determined by a Final Order to have constituted actual fraud, willful misconduct, or gross negligence.

Releases by Debtors. As Subject to paragraph [8] below, each of the Plan Effective DateDebtors and the Debtors’ estates, except for the rights that remain in effect from on its own behalf and after the Plan Effective Date to enforce the Planon behalf of its past, present, and future predecessors, successors, heirs, subsidiaries, and assigns (collectively, the Definitive Documents“Releasors”) shall, and to the obligations contemplated maximum extent permitted by the Restructuring or as otherwise provided in any order of the Bankruptcy Court, on and after the Plan Effective Date, the Released Parties will be deemed conclusively, absolutelyapplicable law, unconditionally, irrevocably, and fully forever released and dischargedrelease, by and on behalf of the Debtors and the Estatesremise, in each case on behalf of itself and its respective successorsacquit, assignsrelinquish, irrevocably waive, and representatives discharge the First Lien Secured Parties in all capacities under the First Lien Credit Documents as applicable, and any and all other Persons that may purport to assert any Cause of Action derivatively, by or through the foregoing Persons, from any and all Claims and Causes of Action whatsoever (including any derivative claims, asserted or assertable on behalf of the Debtors or the Estates), whether liquidated or unliquidated, fixed or contingent, matured or unmatured, known or unknown, foreseen or unforeseen, asserted or unasserted, accrued or unaccrued, existing or hereinafter arising, whether in law or equity, whether sounding in tort or contract, whether arising under federal or state statutory or common applicable law, or any other applicable internationaland each of their respective former, foreigncurrent, or domestic lawfuture officers, ruleemployees, statutedirectors, regulationagents, treatyrepresentatives, rightowners, dutymembers, requirement or otherwisepartners, that the Debtorsfinancial advisors, the Estateslegal advisors, or their affiliates, heirs, executors, administrators, successors, assignsshareholders, managers, consultants, accountants, attorneys, representatives, consultants, agentsaffiliates, and predecessors in interest (collectively, the “Releasees”), of and from any other Persons claiming and all claims, demands, liabilities, responsibilities, disputes, remedies, causes of action, indebtedness and obligations, rights, assertions, allegations, actions, suits, controversies, proceedings, losses, damages, injuries, attorneys’ fees, costs, expenses, or judgments of every type, whether known, unknown, asserted, unasserted, suspected, unsuspected, accrued, unaccrued, fixed, contingent, pending, or threatened including, without limitation, all legal and equitable theories of recovery, arising under common law, statute or through them would have been legally entitled to assert in their own right (whether individually regulation or collectively) or on behalf by contract, of the holder of any Claim or Interest or other Person, every nature and description based on or arising from any events, facts or circumstances that have occurred or exist as of the date hereof arising from or relating toin any way to any of the First Lien Credit Documents or the obligations thereunder, including, without limitation, (i) any so-called “lender liability” or equitable subordination claims or defenses, (ii) any and all claims and causes of action arising under the Bankruptcy Code, and (iii) any and all claims and causes of action regarding the validity, priority, enforceability, perfection, or in any manner arising fromavoidability of the Prepetition Liens or First Lien Credit Agreement Secured Obligations of the First Lien Secured Parties. The Debtors’ acknowledgments, in whole or in partstipulations, waivers, and releases shall be binding on the Debtors and their respective representatives, successors, and assigns, and on each of the Debtors’ estates and all entities and persons, including any creditors of the Debtors, and each of their respective representatives, successors, and assigns, including, without limitation, any trustee or the Estates, the other representative appointed in these Chapter 11 Cases, the Restructuringor upon conversion to chapter 7, the purchase, sale, whether such trustee or rescission representative is appointed under chapter 11 or chapter 7 of the purchase or sale of any security of the Debtors, the subject matter of, or the transactions or events giving rise to, any Claim or Interest that is treated under the Plan, the business or contractual arrangements or interactions between the Debtors and any Released Party, the restructuring of any Claim or Interest before or during the Chapter 11 Cases, the negotiation, formulation, preparation, or consummation of the RSA, the Restructuring, the Cash Collateral Orders, the Disclosure Statement, the Plan Supplement, the Plan and related agreements, instruments, and other documents, the solicitation of votes with respect to the Plan, the New GTT Financing Documentation, the New Corporate Governance Documents, and all other Definitive Documents, in all cases based upon any act or omission, transaction, agreement, event, or other occurrence taking place on or before the Plan Effective Date. Notwithstanding anything to the contrary in the foregoing, the releases set forth in the preceding paragraph shall not be construed as releasing any Released Party from any Claim or Cause of Action arising from an act or omission that is determined by a Final Order to have constituted actual fraud, willful misconduct, or gross negligenceBankruptcy Code.