Common use of Shareholder Releases Clause in Contracts

Shareholder Releases. Each Shareholder hereby releases and forever discharges Company and its officers, directors, employees and insurers, and their respective successors and assigns, and each of them (hereinafter individually and collectively, the "Releasees") of and from any and all claims, demands, debts, accounts, covenants, agreements, obligations, costs, expenses, actions or causes of action of every nature, character or description, now accrued or which may hereafter accrue, without limitation of law, equity or otherwise, based in whole or in part on any facts, conduct, activities, transactions, events or occurrences known or unknown, which have or allegedly have existed, occurred, happened, arisen or transpired from the beginning of time to the Effective Time; excluding, however, (i) claims arising under this Agreement and the transactions contemplated hereby, and (ii) compensation and other employee benefits accrued but not yet payable as reflected on the books and records of Company (the "Released Claims"). Each Shareholder represents and warrants that no Released Claim released herein has been assigned, expressly, impliedly, or by operation of law, and that all Released Claims of such Shareholder released herein are owned by such Shareholder, who has the sole authority to release them. Each Shareholder agrees that such holder shall forever refrain and forebear from commencing, instituting or prosecuting any lawsuit action or proceeding, judicial, administrative, or otherwise, or otherwise attempting to collect or enforce any Released Claims which are released and discharged herein.

Shareholder Releases. Each Shareholder hereby releases and forever discharges each Company and its officers, directors, employees and insurers, and their respective successors and assigns, and each of them (hereinafter individually and collectively, the "Releasees") of and from any and all claims, demands, debts, accounts, covenants, agreements, obligations, costs, expenses, actions or causes of action of every nature, character or description, now accrued or which may hereafter accrue, without limitation of law, equity or otherwise, based in whole or in part on any facts, conduct, activities, transactions, events or occurrences known or unknown, which have or allegedly have existed, occurred, happened, arisen or transpired from the beginning of time to the Effective Time; excluding, however, (i) claims arising under this Agreement and the transactions contemplated hereby, and (ii) compensation and other employee benefits accrued but not yet payable as reflected on the books and records of each Company (the "Released Claims"). Each Shareholder represents and warrants that no Released Claim released herein has been assigned, expressly, impliedly, or by operation of law, and that all Released Claims of such Shareholder released herein are owned by such Shareholder, who has the sole authority to release them. Each Shareholder agrees that such holder shall forever refrain and forebear from commencing, instituting or prosecuting any lawsuit action or proceeding, judicial, administrative, or otherwise, or otherwise attempting to collect or enforce any Released Claims which are released and discharged herein.

Shareholder Releases. Each Except as set forth in Section 9.9 of -------------------- the ATS Disclosure Memorandum, each Shareholder hereby releases releases, remises, and forever discharges Company each ATS Entity and its officerstheir respective Representatives, Affiliates, employees, directors, employees officers and insurers, and their respective successors and assigns, and each of them (hereinafter individually and collectively, the "ReleaseesReleases") of and from any and all claims, demands, debts, accounts, covenants, agreements, obligations, costs, expenses, actions or causes of action of every nature, character or description, now accrued or which may hereafter accrue, without limitation of law, equity or otherwise, based in whole or in part on any facts, conduct, activities, transactions, events or occurrences known or unknown, which have or allegedly have existed, occurred, happened, arisen or transpired from the beginning of time to the Effective Time; excluding, however, (i) claims arising under this Agreement and the transactions contemplated hereby, and (ii) compensation and other employee benefits accrued but not yet payable as reflected on the books and records of Company Time (the "Released Claims"). Each Shareholder represents and warrants that no Released Claim released herein has been assigned, expressly, impliedly, or by operation of lawLaw, and that all Released Claims of such Shareholder released herein are owned by such Shareholder, who has the sole authority to release them. Each Shareholder agrees that such holder shall forever refrain and forebear from commencing, instituting or prosecuting any lawsuit action or proceeding, judicial, administrative, or otherwise, or otherwise attempting to collect or enforce any Released Claims which are released and discharged herein.

Shareholder Releases. Each Except as set forth in Section 7.9 of the -------------------- Icon Disclosure Memorandum, each Shareholder hereby releases releases, remises, and forever discharges Company each Icon Entity and its officerstheir respective Representatives, directorsAffiliates, employees and insurers, and their respective successors and assigns, and each of them (hereinafter individually and collectively, the "Releasees") of and from any and all claims, demands, debts, accounts, covenants, agreements, obligations, costs, expenses, actions or causes of action of every nature, character or description, (including any arising out of or related to the Buy- Sell Agreement executed May 7, 1997, by and among Icon and each of the Shareholders) now accrued or which may hereafter accrue, without limitation of law, equity or otherwise, based in whole or in part on any facts, conduct, activities, transactions, events or occurrences known or unknown, which have or allegedly have existed, occurred, happened, arisen or transpired from the beginning of time to the Effective Time; excluding, however, (i) claims arising under this Agreement and the transactions contemplated hereby, and (ii) compensation and other employee benefits accrued but not yet payable as reflected on the books and records of Company Time (the "Released Claims"). Each Shareholder represents and warrants that no Released Claim released herein has been assigned, expressly, impliedly, or by operation of lawLaw, and that all Released Claims of such Shareholder released herein are owned by such Shareholder, who has the sole authority to release them. Each Shareholder agrees that such holder shall forever refrain and forebear from commencing, instituting or prosecuting any lawsuit action or proceeding, judicial, administrative, or otherwise, or otherwise attempting to collect or enforce any Released Claims which are released and discharged herein.

Shareholder Releases. Each Except as set forth in Section 7.8 of the RFCG -------------------- Disclosure Memorandum, each Shareholder hereby releases releases, remises, and forever discharges Company each RFCG Entity and its officerstheir respective Representatives, directorsAffiliates, employees and insurers, and their respective successors and assigns, and each of them (hereinafter individually and collectively, the "Releasees") of and from any and all claims, demands, debts, accounts, covenants, agreements, obligations, costs, expenses, actions or causes of action of every nature, character or description, now accrued or which may hereafter accrue, without limitation of law, equity or otherwise, based in whole or in part on any facts, conduct, activities, transactions, events or occurrences known or unknown, which have or allegedly have existed, occurred, happened, arisen or transpired from the beginning of time to the Effective Time; excluding, however, (i) claims arising under this Agreement and the transactions contemplated hereby, and (ii) compensation and other employee benefits accrued but not yet payable as reflected on the books and records of Company Time (the "Released Claims"). Each Shareholder represents and warrants that no Released Claim released herein has been assigned, expressly, impliedly, or by operation of lawLaw, and that all Released Claims of such Shareholder released herein are owned by such Shareholder, who has the sole authority to release them. Each Shareholder agrees that such holder shall forever refrain and forebear from commencing, instituting or prosecuting any lawsuit action or proceeding, judicial, administrative, or otherwise, or otherwise attempting to collect or enforce any Released Claims which are released and discharged herein.

Shareholder Releases. Each Shareholder hereby releases releases, -------------------- remises, and forever discharges Company each VoiceCom Entity and its officerstheir respective Representatives, directorsAffiliates, employees and insurers, and their respective successors and assigns, and each of them (hereinafter individually and collectively, the "ReleaseesReleases") of and from any and all claims, demands, debts, accounts, covenants, agreements, obligations, costs, expenses, actions or causes of action of every nature, character or description, now accrued or which may hereafter accrue, without limitation of law, equity or otherwise, based in whole or in part on any facts, conduct, activities, transactions, events or occurrences known or unknown, which have or allegedly have existed, occurred, happened, arisen or transpired from the beginning of time to the Effective Time; excluding, however, (i) claims arising under this Agreement and the transactions contemplated hereby, and (ii) compensation and other employee benefits accrued but not yet payable as reflected on the books and records of Company Closing Date (the "Released Claims"). Each Shareholder represents and warrants that no Released Claim released herein has been assigned, expressly, impliedly, or by operation of lawLaw, and that all Released Claims of such Shareholder released herein are owned by such Shareholder, who has the sole authority to release them. Each Shareholder agrees that such holder shall forever refrain and forebear from commencing, instituting or prosecuting any lawsuit action or proceeding, judicial, administrative, or otherwise, or otherwise attempting to collect or enforce any Released Claims which are released and discharged herein.