FULL AND FINAL RELEASE OF ALL CLAIMS
------------------------------------
(Xxxx Xxxx, Xxxxxxx, and Xxxxx to AMERCO and the Debtors)
_________________________________________________________
This Release is made pursuant to that certain
Settlement Agreement dated September 19, 1995 (the "Agreement"),
executed by and among: (i) XXXX XXXX XXXXX XXXXX, a married
woman in her sole and separate right ("Xxxx Xxxx"); (ii) MARAN,
INC. ("Maran"); (iii) XXXXXX X. XXXXX ("X. Xxxxx"); (iv) XXXXX X.
XXXXX ("X. Xxxxx"); (v) XXXXXX X. XXXXXXX ("Xxxxxxx"); (vi) XXXX
X. XXXXX ("Xxxxx"); (vii) XXXXXXX X. XXXXX ("Xxxxx"); and (viii)
AMERCO, a Nevada corporation ("AMERCO"). Xxxx Xxxx's spouse,
XXXXXXX XXXXX ("Xxxxxxx"), also has executed this Release, and
joins with Xxxx Xxxx and Xxxxx in executing this Release,
pursuant to, and in consideration for, the Release dated
September 19, 1995 which has been executed by XXXXXX and the
Debtors in favor of Xxxx Xxxx, Xxxxxxx, and Xxxxx. Terms used
herein with their initial letters capitalized that are defined in
the Agreement will have the meaning given them in the Agreement
unless otherwise defined herein.
In consideration of the mutual promises set forth in
the Agreement and for other good and valuable consideration
(including the mutual Release described above), the receipt and
adequacy of which are hereby acknowledged, Xxxx Xxxx, Xxxxxxx,
and Xxxxx, and each of them, voluntarily, knowingly, and
unconditionally, with specific and express intent, and on behalf
of themselves and as to their claims only on behalf of any
officers, directors, employees, agents, representatives,
accountants, attorneys, affiliates, partners, heirs,
predecessors, successors and assigns of any of them
(collectively, the "Releasing Parties"), hereby fully release,
acquit, and forever discharge AMERCO, X. Xxxxx, X. Xxxxx,
Xxxxxxx, Xxxxx, and Xxxxx, and any officers, directors,
employees, subsidiaries, agents, representatives, accountants,
attorneys, affiliates, partners, heirs, predecessors, successors,
assigns, and insurers of any of them, and any other party who may
be responsible or liable for the acts or omissions of AMERCO or
the Debtors (collectively, the "Released Parties"), of and from
any and all actions, causes of action, suits, defenses, debts,
disputes, damages, claims, obligations, liabilities, costs,
expenses and demands of any kind or character whatsoever, at law
or in equity, in contract or in tort, whether matured or
unmatured, liquidated or unliquidated, vested or contingent,
xxxxxx or inchoate, known or unknown, suspected or unsuspected
(collectively, "Claims") that the Releasing Parties (or any of
them) had, now have, or hereafter can, will, or may have (to the
extent such future Claims arise in whole or in part out of acts
or omissions prior to the date of the execution of this Release)
against the Released Parties or any of them for, upon, or by
reason of any matter, cause, or thing whatsoever directly or
indirectly arising in connection with or related to: (i) the
Agreement; (ii) the Stock Purchase Agreement executed
contemporaneously with but separately from the Agreement; (iii)
the Share Case Judgment; (iv) the interest of the Releasing
Parties in the Punitive Damage Judgment; (v) the Reorganization
Cases; or (vi) any other relationship between the Releasing
Parties and the Released Parties.
Notwithstanding any other provision hereof, this
Release will not release the Released Parties from any liability
in conjunction with or resulting from any breach or violation of
the Agreement or the Stock Purchase Agreement.
Each Released Party who is not a party to the Agreement
is nevertheless an express and intended third-party beneficiary
of both the Agreement and this Release.
Xxxx Xxxx, Xxxxxxx, and Xxxxx, and each of them, hereby
agree that they will not assert, and that they are estopped from
asserting, against the Released Parties, or any of them, any
Claim that any of them has released in this Release. In
addition, Xxxx Xxxx, Xxxxxxx, and Xxxxx, and each of them, hereby
agree that they will not commence, join in, prosecute or
participate in any suit or other proceeding in a position that is
adverse to any of the Released Parties arising directly or
indirectly from any Claim that they have released in this
Release.
No waiver or amendment of this Release, or the
promises, obligations, or conditions herein, will be valid unless
set forth in writing and signed by the party against whom such
waiver or amendment is to be enforced, and no evidence of any
waiver or amendment of this Release will be offered or received
in evidence in any proceeding, arbitration or litigation between
the Releasing Parties (or any of them) and the Released Parties
(or any of them) arising out of or affecting this Release unless
such waiver or amendment is in writing and signed as stated
above.
Xxxx Xxxx, Xxxxxxx, and Xxxxx hereby represent and
warrant that none of them has assigned, pledged, or transferred
in any manner to any person or entity any Claim that is the
subject of this Release. Xxxx Xxxx, Xxxxxxx, and Xxxxx will
indemnify the Released Parties, and each of them, from and
against all Claims that are the subject of this Release that are
asserted by any person or entity by or through any Releasing
Party or as a result of any assignment, pledge, or transfer that
caused the foregoing representation to be false.
Xxxx Xxxx, Xxxxxxx, and Xxxxx hereby agree, represent
and warrant that each has had advice of counsel of their own
choosing in negotiations for and the preparation of this Release,
that each has read this Release or has had the same read to them
by their respective counsel, that each has had this Release and
the Agreement fully explained by such counsel, that each is fully
aware of their contents and legal effect, and that each of the
Releasing Parties, therefore, gives this Release voluntarily and
with full awareness of the full effect of the Release.
This Release will be binding upon the heirs, successors
and assigns of Xxxx Xxxx, Xxxxxxx, and Xxxxx, and will inure to
the benefit of the heirs, successors and assigns of AMERCO, X.
Xxxxx, X. Xxxxx, Xxxxxxx, Xxxxx, and Xxxxx.
This Release will automatically become effective,
without further act of the Releasing Parties or the Released
Parties, upon the earlier to occur of the Closing Date or the
entry of the Specific Performance Order.
This Release will be governed by and construed in
accordance with the laws of the State of Arizona. By executing
this Release, the undersigned consent to the transaction
evidenced hereby.
The provisions of this Release will be specifically
enforceable.
DATED this 19th day of September, 1995.
MARAN, INC.
By /S/ Xxxx Xxxx Xxxxx Xxxxx
____________________________
Its President
______________________
XXXX XXXX XXXXX XXXXX, a married woman
in her sole and separate right
/S/ Xxxx Xxxx Xxxxx Xxxxx
______________________________
XXXXXXX XXXXX, a married man and
spouse of Xxxx Xxxx Xxxxx Xxxxx
/S/ Xxxxxxx Xxxxx
______________________________
