Common use of Releases and Covenants Not to ▇▇▇ Clause in Contracts

Releases and Covenants Not to ▇▇▇. 6.1 QuintilesIMS Release of the Four Former UK Employees. QuintilesIMS and its present and former parent entities, subsidiaries, divisions, and Affiliates, their respective officers, directors, employees, agents, subrogees and insurers, and their respective successors, predecessors, assigns, heirs, executors, administrators, attorneys, servants, agents and representatives (collectively, “QuintilesIMS Parties”), hereby and forever release, acquit, and discharge each of the Four Former UK Employees and each of their respective assigns, heirs, executors, administrators, attorneys, servants, agents, successors, predecessors, insurers, subrogees and representatives (collectively, “Four Former UK Employee Parties”), from any and all claims or causes of action, debts, suits, rights of action, dues, sums of money, accounts, bonds, bills, covenants, contracts, controversies, agreements, promises, damages, judgments, variances, executions, demands or obligations of any kind or nature whatsoever, matured or unmatured, liquidated or unliquidated, absolute or contingent, known or unknown, suspected or unsuspected, including any costs and legal fees (collectively, “Claims”), solely arising out of, or relating to (a) the investigation and enforcement of Claims in the UK Proceedings, including the matters disclosed in the Affidavits provided by the Four Former UK Employees and ▇▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ in the UK Proceedings, any information previously provided by Kroll Worldwide to QuintilesIMS in connection with the UK Proceedings and any information provided by QuintilesIMS external counsel (Pinsent Masons LLP) to CRA’s external counsel (▇▇▇▇▇▇ ▇▇▇▇▇▇▇ LLP) in connection with the UK Proceedings; (b) the Four Former UK Employees’ and the Former Norway Employee’s employment with QuintilesIMS, including any Equity Clawback Rights relating to Former QI Employee Nos. 1, 2, 4 and 5; (c) CRA’s, the Four Former UK Employees’ and the Former Norway Employee’s direct and indirect recruitment activities of any QuintilesIMS employees prior to the Effective Date, and CRA’s hiring and employment of the individuals identified on Exhibit A hereto; and (d) all Non-Compliant Materials and Non-Compliant Conduct prior to the Effective Date revealed in the Investigation, provided that the Investigation is completed, the Report is delivered, and findings of Non-Compliant Material and Non-Compliant conduct are remediated in accordance with the Protocol and Article V.

Appears in 2 contracts

Sources: Transaction Agreement, Transaction Agreement (Cra International, Inc.)