Common use of Release and Dismissal Clause in Contracts

Release and Dismissal. 2.1 This Settlement Agreement is a full, final, and binding resolution between CAG, acting in its individual capacity, on the one hand, and Nagai, and its owners, parents, subsidiaries, affiliates, sister and related companies, employees, shareholders, officers, directors, insurers, attorneys, predecessors, successors, and assigns (collectively “Releasees”) and (b) all entities to whom Releasees directly or indirectly provide, distribute, or sell the Covered Product, including but not limited to distributors, wholesalers, customers, retailers, franchisees, cooperative members, and licensees, including Tawa and JFC (“Downstream Releasees”), on the other hand, of any violation(s) or claimed violation(s) of Proposition 65 or any statutory or common law claim that has been, could have been or may in the future be asserted against the Releasees and Downstream Releasees regarding exposing persons to the Listed Chemical and the failure to warn about exposure to the Listed Chemical arising only in connection with the Covered Product manufactured, shipped, and/or otherwise distributed prior to the Effective Date, even if sold by Downstream Releasees after the Effective Date. The Covered Product is limited to those sold by Nagai. CAG, its past and current agents, representatives, attorneys, successors, and/or assignees, hereby waives and releases with respect to the Covered Product all rights to institute or participate in, directly or indirectly, any form of legal action, including, without limitation, all actions, and causes of action, in law or in equity, suits, liabilities, demands, obligations, damages, costs, fines, penalties, losses, or expenses (including, but not limited to, investigation fees, expert fees, and attorneys’ fees) (collectively “Claims”), whether known or unknown, suspected or unsuspected, against Releasees and/or Downstream Releasees that arise under Proposition 65 or any other statutory or common law claims that were or could have been asserted in respect of any Covered Product sold up to the Effective Date, only to the extent that such claims relate to Releasees’ and/or Downstream Releasees’ alleged exposure of persons to the Listed Chemical contained in the Covered Product or any failure by Releasees and Downstream Releasees to warn about exposures to the Listed Chemical contained in the Covered Product. CAG acknowledges that it is familiar with Section 1542 of Civil Code, which provides as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. CAG, its past and current agents, representatives, attorneys, successors, and/or assignees expressly waives and relinquishes any and all rights and benefits which it may have under, or which may be conferred on it by the provisions of Civil Code § 1542 as well as under any other state or federal statute or common law principle of similar effect, to the fullest extent that it may lawfully waive such rights or benefits pertaining to the released matters. The release in this section shall have no force or effect until the full amount of payments set forth in Section 4.0 below are paid in full. 2.2 Within 10 days of receipt of the full amount of payments set forth in Section 4.0 below, CAG shall execute the Stipulated Request for Dismissal of Complaint of Consumer Advocacy Group, Inc. for Penalty and Injunction and Cross-Complaint of Defendant Tawa Supermarket, Inc. for Indemnity and Negligence, Without Prejudice, as to ▇▇▇▇▇ ▇▇▇▇ USA, Inc. and JFC International Inc. (“Stipulation”), attached hereto as Exhibit A, and transmit the executed document to Nagai for filing. This Stipulation shall dismiss, without prejudice, CAG’s twentieth cause of action in the Complaint against Tawa and Tawa’s thirteenth, fourteenth, fifteenth, and sixteenth causes of action in the Cross- Complaint against Nagai and JFC.

Release and Dismissal. 2.1 This Settlement Agreement is a full, final, and binding resolution between CAG, acting in its individual capacity, on the one hand, and Nagai(a) MERCHSOURCE, and its owners, parents, subsidiaries, affiliates, sister and related companies, employees, shareholders, officers, directors, insurers, attorneys, predecessors, successors, and assigns (collectively “Releasees”) and (b) all entities to whom Releasees directly or indirectly provide, distribute, or sell the Covered ProductProducts, including but not limited to distributors, wholesalers, customers, retailers, franchisees, cooperative members, and licenseeslicensees and specifically TJ Maxx of CA, including Tawa LLC; The TJX Companies, Inc.; The TJX Operating Companies, Inc.; and JFC Innovage LLC; (“Downstream Releasees”), on the other hand, of any violation(s) or claimed violation(s) of Proposition 65 or any statutory or common law claim that has been, could have been or may in the future be asserted against the Releasees and Downstream Releasees regarding exposing persons to the Listed Chemical and the failure to warn about exposure to the Listed Chemical arising only in connection with the Covered Product Products manufactured, shipped, and/or otherwise distributed prior to the Effective Date, even if sold by Downstream Releasees after the Effective Date. The Covered Product is Products are limited to those sold distributed by NagaiMERCHSOURCE. CAG, its past and current agents, representatives, attorneys, successors, and/or assignees, hereby waives and releases with respect to the Covered Product Products all rights to institute or participate in, directly or indirectly, any form of legal action, including, without limitation, all actions, and causes of action, in law or in equity, suits, liabilities, demands, obligations, damages, costs, fines, penalties, losses, or expenses (including, but not limited to, investigation fees, expert fees, and attorneys’ fees) (collectively “Claims”), whether known or unknown, suspected or unsuspected, against Releasees and/or Downstream Releasees that arise under Proposition 65 or any other statutory or common law claims that were or could have been asserted in with respect of to any Covered Product Products sold up to the Effective Date, only to the extent that such claims Claims relate to Releasees’ and/or Downstream Releasees’ alleged exposure of persons to the Listed Chemical contained in the Covered Product Products or any failure by Releasees and Downstream Releasees to warn about exposures to the Listed Chemical contained in the Covered ProductProducts. CAG acknowledges that it is familiar with Section 1542 of Civil Code, which provides as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASERELEASE AND THAT, WHICH IF KNOWN BY HIM OR HER MUST HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTORDEBTOR OR RELEASED PARTY. CAG, its past and current agents, representatives, attorneys, successors, and/or assignees expressly waives and relinquishes any and all rights and benefits which it may have under, or which may be conferred on it by the provisions of Civil Code § 1542 as well as under any other state or federal statute or common law principle of similar effect, to the fullest extent that it may lawfully waive such rights or benefits pertaining to the released matters. The release in this section shall have no force or effect until the full amount of payments set forth in Section 4.0 below are paid in full. 2.2 Within 10 days of receipt of the full amount of payments set forth in Section 4.0 below, CAG shall execute the Stipulated Request for Dismissal of Complaint of Consumer Advocacy Group, Inc. for Penalty and Injunction and Cross-Complaint of Defendant Tawa Supermarket, Inc. for Indemnity and Negligence, Without Prejudice, as to ▇▇▇▇▇ ▇▇▇▇ USA, Inc. and JFC International Inc. (“Stipulation”), attached hereto as Exhibit A, and transmit the executed document to Nagai for filing. This Stipulation shall dismiss, without prejudice, CAG’s twentieth cause of action in the Complaint against Tawa and Tawa’s thirteenth, fourteenth, fifteenth, and sixteenth causes of action in the Cross- Complaint against Nagai and JFC.

Release and Dismissal. 2.1 This Settlement Agreement is a full, final, and binding resolution between CAG, acting in its individual capacity, on the one hand, and Nagai, (a) Hongfu and its owners, parents, subsidiaries, affiliates, sister and related companies, employees, shareholders, officers, directors, insurers, attorneys, predecessors, successors, and assigns (collectively “Releasees”) and (b) all entities to whom Releasees directly or indirectly provide, distribute, or sell the Covered ProductProducts, including but not limited to distributors, wholesalers, customers, retailers, franchisees, cooperative members, and licensees, including Tawa and JFC licensees (“Downstream Releasees”), on the other hand, of any violation(s) or claimed violation(s) of Proposition 65 or any statutory or common law claim that has been, could have been or may in the future be asserted against the Releasees and Downstream Releasees regarding exposing persons to the Listed Chemical and the failure to warn about exposure to the Listed Chemical arising only in connection with the Covered Product Products manufactured, shipped, and/or otherwise distributed prior to the Effective Date, even if sold by Downstream Releasees after the Effective Date. The Covered Product is Products are limited to those sold or distributed for sale by NagaiHongfu. CAG, its past and current agents, representatives, attorneys, successors, and/or assignees, hereby waives and releases with respect to the Covered Product Products all rights to institute or participate in, directly or indirectly, any form of legal action, including, without limitation, all actions, and causes of action, in law or in equity, suits, liabilities, demands, obligations, damages, costs, fines, penalties, losses, or expenses (including, but not limited to, investigation fees, expert fees, and attorneys’ fees) (collectively “Claims”), whether known or unknown, suspected or unsuspected, against Releasees and/or Downstream Releasees that arise under Proposition 65 or any other statutory or common law claims that were or could have been asserted in respect of any Covered Product Products sold up to the Effective Date, only to the extent that such claims Claims relate to Releasees’ and/or Downstream Releasees’ alleged exposure of persons to the Listed Chemical contained in the Covered Product Products or any failure by Releasees and Downstream Releasees to warn about exposures to the Listed Chemical contained in the Covered ProductProducts. CAG acknowledges that it is familiar with Section 1542 of Civil Code, which provides as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASERELEASE AND THAT, WHICH IF KNOWN BY HIM OR HER MUST HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTORDEBTOR OR RELEASED PARTY. CAG, its past and current agents, representatives, attorneys, successors, and/or assignees expressly waives and relinquishes any and all rights and benefits which it may have under, or which may be conferred on it by the provisions of Civil Code § 1542 as well as under any other state or federal statute or common law principle of similar effect, to the fullest extent that it may lawfully waive such rights or benefits pertaining to the released matters. The release in this section shall have no force or effect until the full amount of payments set forth in Section 4.0 below are paid in full. 2.2 . Within 10 seven (7) calendar days of receipt the payment of the full amount of payments set forth in Section 4.0 belowwhole settlement amount, CAG shall execute agrees to file a request for dismissal for cause of action seven in Case No. 22STCV20056, filed in the Stipulated Request for Dismissal Superior Court of Complaint the State of California, County of Los Angeles, titled Consumer Advocacy Group, Inc. for Penalty and Injunction and Cross-Complaint of Defendant Tawa Supermarket, Inc. for Indemnity and Negligence, Without Prejudice, as to ▇. ▇▇▇▇ ▇▇▇▇ USA, Inc. and JFC International Inc. (“Stipulation”), attached hereto as Exhibit A, and transmit the executed document to Nagai for filing. This Stipulation shall dismiss, without prejudice, CAG’s twentieth cause of action in the Complaint against Tawa and Tawa’s thirteenth, fourteenth, fifteenth, and sixteenth causes of action in the Cross- Complaint against Nagai and JFC.Stores Inc.