Termination of the Existing Master Agreement. (a) The Recipient, on the one hand, and the Provider, on the other hand, each agree that, with effect from the Effective Time but subject to the remainder of this ARTICLE I the Existing Master Agreement shall be terminated without liability to any party thereto, shall have no further force or effect and shall be replaced in its entirety by this Agreement. Each Party (on its own behalf and for and on behalf of its Affiliates) hereby absolutely, unconditionally and forever remises, releases, acquits, satisfies and discharges the other Party and all of its respective directors, officers, advisors, agents, employees, shareholders, parent and subsidiary corporations, predecessors, successors and Affiliates (collectively, the “Released Parties”), from any and all rights, claims, demands, damages, debts, liabilities, accounts, covenants, rights to indemnification, liens, attorneys’ fees, costs, expenses, actions and causes of action of every kind and nature whatsoever, now known or unknown, suspected or unsuspected, in law or in equity, which the Party owns or holds, or at any time heretofore has ever had, owned or held, or may hereafter have, own or hold, based upon, related to or arising out of or otherwise existing in connection with the Existing Master Agreement but excluding any claims and/or liabilities for the provision of or the payment for the Outsourced Services (the “Released Claims”). Each Party (on its own behalf and for and on behalf of is Affiliates), subject to the remainder of this ARTICLE I, hereby irrevocably waives the right to institute or participate in any suit or action, at law or in equity, against the Released Parties, by reason of, or based upon, any such Released Claims.
