Common use of Settlement and Release Clause in Contracts

Settlement and Release. The Parties are entering into this Agreement to agree upon the binding terms of settlement of the Obligations. Pursuant to, and upon complete satisfaction of the Settlement Terms (as set forth below), at the Closing (as defined below) (i) the Agent acting on its own behalf as the Holder and on behalf of the Lender, hereby agrees that the satisfaction of the Settlement Terms constitutes complete satisfaction of the Obligations under the Debenture and that at the Closing, upon satisfaction of the Settlement Terms, the Obligations shall be deemed to have been paid in full and indefeasibly discharged by the assignment and stock issuance with no further Obligations existing under the Debenture and the Debenture shall be extinguished and canceled in its entirety and the Agent on its own behalf as the Holder and as agent for the Lender will then release and forever discharges the Company and the Subsidiaries, of and from any and all past, present or future claims, demands, obligations, actions, causes of action, rights, damages, costs, loss of services, expenses and compensation which the Agent or the Lender now has, or which may hereafter accrue or otherwise be acquired, on account of, or in any way growing out of the Debenture, the Security Agreement and the Guarantee (the “Settlement”) and (ii) pursuant to one or more written releases in form and substance acceptable to the Company and the Agent, the Agent agrees to release all of its security interest in and to all the Collateral and Intellectual Property of the Company and the Subsidiaries under Security Agreement and terminates the Security Agreement and releases the Subsidiaries from the Guarantee and terminates the Guarantee (collectively, the “Release”) where upon the right and interest of the Agent will consist of the rights under the Exchange Agreement, the issued Common Stock and Additional Stock and the Assigned Assets.

Settlement and Release. The Parties are entering into On the terms and subject to the conditions of this Agreement to agree and in reliance upon the binding terms of settlement representations, warranties and agreements contained herein, and in exchange for the consideration given therefore, on the Effective Time: (a) IsZo shall exchange the full amount of the Obligations. Pursuant toLitigation Debt, and upon complete deem the Litigation Debt to be cancelled and all obligations thereunder to be automatically extinguished and terminated, for the Litigation Debt Shares, which the Company shall issue to IsZo; (b) In consideration of and in exchange for the issuance by the Company to IsZo of the Promissory Note Shares, IsZo and the Company shall (i) exchange the full amount of the Promissory Note Debt and deem such Promissory Note Debt to be paid in full, and (ii) IsZo and the Company shall amend and restate the IsZo Promissory Note in the form of the Amended Promissory Note, and IsZo shall issue the Amended Promissory Note to the Company, pursuant to and subject to the terms and conditions of the Amended Promissory Note; (c) IsZo shall pay $4.0 million in cash (the “Equity Funding”) to the Company in exchange for issuance by the Company to IsZo of the PIPE Shares, pursuant to and subject to the terms and conditions of the SPA; and (d) Upon the consummation of each of the foregoing (a) – (c) and subject to the satisfaction of each of the Settlement Terms (as set forth below)conditions described in Section 6 hereof, at the Closing (as defined below) (i) the Agent acting on its own behalf as the Holder and on behalf of the LenderCompany shall irrevocably release, hereby agrees that the satisfaction of the Settlement Terms constitutes complete satisfaction of the Obligations under the Debenture and that at the Closingacquit, upon satisfaction of the Settlement Terms, the Obligations shall be deemed to have been paid in full and indefeasibly discharged by the assignment and stock issuance with no further Obligations existing under the Debenture and the Debenture shall be extinguished and canceled in its entirety and the Agent on its own behalf as the Holder and as agent for the Lender will then release and forever discharges the Company and the Subsidiaries, discharge IsZo of and from any and all past, present claim or future claims, demands, obligations, actions, causes cause of action, rights, damages, costs, loss of services, expenses and compensation which action it may hold against IsZo as it relates to the Agent or the Lender now has, or which may hereafter accrue or otherwise be acquired, on account of, or Company Claims in any way growing out existence as of the Debenture, the Security Agreement and the Guarantee Effective Time (the “Settlement”other than with respect to IsZo’s obligations under this Agreement) and (ii) pursuant to one IsZo shall irrevocably release, acquit, and forever discharge the Company of and from any claim or more written releases in form and substance acceptable cause of action it may hold against the Company as it relates to the Company and the Agent, the Agent agrees to release all of its security interest Litigation Debt in and to all the Collateral and Intellectual Property existence as of the Company and Effective Time (other than with respect to the Subsidiaries Company’s obligations under Security Agreement and terminates the Security Agreement and releases the Subsidiaries from the Guarantee and terminates the Guarantee (collectively, the “Release”) where upon the right and interest of the Agent will consist of the rights under the Exchange this Agreement, the issued Common Stock and Additional Stock and the Assigned Assets).

Settlement and Release. The Parties are entering into this Agreement to agree upon the binding terms of settlement of the ObligationsObligations subject to the conditions herein. Pursuant Closing will occur pursuant to, and upon complete satisfaction of the Settlement Terms (as set forth below)) to be completed on or before October 10, at the Closing (as defined below) 2024: (i) the Agent acting on its own behalf as the Holder and on behalf of the Lender, hereby agrees that the satisfaction of the Settlement Terms constitutes complete satisfaction of the Obligations under the Debenture and that at the Closing, upon satisfaction of the Settlement Terms, the Obligations shall be deemed to have been paid in full and indefeasibly discharged by the assignment and stock issuance with no further Obligations existing under the Debenture and the Debenture shall be extinguished and canceled in its entirety and the Agent on its own behalf as the Holder and as agent for the Lender will then release and forever discharges the Company and the Subsidiaries, of and from any and all past, present or future claims, demands, obligations, actions, causes of action, rights, damages, costs, loss of services, expenses and compensation which the Agent or the Lender now has, or which may hereafter accrue or otherwise be acquired, on account of, or in any way growing out of the Debenture, the Security Agreement and the Guarantee (the “Settlement”) and (ii) pursuant to one or more written releases in form and substance acceptable to the Company and the Agent, the Agent agrees to release all of its security interest in and to all the Collateral and Intellectual Property of the Company and the Subsidiaries under Security Agreement and terminates the Security Agreement and releases the Subsidiaries from the Guarantee and terminates the Guarantee (collectively, the “Release”) where upon the right and interest of the Agent will consist of the rights under the Exchange Agreement, the issued Common Stock and Additional Stock and the Assigned Assets.