Shareholders’ Release Sample Clauses
The Shareholders' Release clause serves to release the company and its officers, directors, and affiliates from any claims or liabilities that the shareholders may have up to a specified date. In practice, this means that once the release is executed, shareholders cannot pursue legal action or demand compensation for past events or disputes related to their shareholding. This clause is commonly used in transactions such as mergers, acquisitions, or buyouts to ensure that the company and its management are protected from historical claims, thereby providing certainty and reducing the risk of future litigation.
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Shareholders’ Release. The Shareholders shall have delivered to ICCE an instrument dated the Closing Date releasing each of the Companies from any and all claims of the Shareholders against such Company and ICCE and the obligations of such Company and ICCE to the Shareholders, except for director and officer indemnification claims as permitted by the Articles of Incorporation and Bylaws of such Company or applicable state corporate law, items specifically identified on Schedules 5.10 and 5.11 as being claims of or obligations to the Shareholders, continuing obligations to Shareholders relating to their employment by the Company, and obligations arising under this Agreement or the transactions contemplated hereby.
Shareholders’ Release. 39 5.17 Broker Release..............................................39 TABLE OF CONTENTS (Continued)
Shareholders’ Release. Effective as of the Closing (but without limitation of claims arising from circumstances first existing and events first occurring from and after the Closing), each Shareholder hereby releases, remises and forever discharges any and all rights and claims that it has had, now has or might now have against the Company or its Subsidiary, except for (i) rights and claims arising from or in connection with this Agreement, (ii) ordinary compensation, expense reimbursement and health and dental plan reimbursements in the Ordinary Course of Business for the payroll period that includes the Closing Date, and (iii) in the case of ▇▇▇▇▇, COBRA rights.
Shareholders’ Release. The Shareholders shall have executed and delivered to Buyer immediately prior to the Closing Date an instrument dated the Closing Date in the form of Exhibit B hereto (the "Shareholders' Release") releasing the Companies from any and all claims of the Shareholders against the Companies and obligations of any of the Companies to the Shareholders, except for items specifically identified thereon or on Schedule 5.16 hereto as being claims of or obligations to the Shareholders.
Shareholders’ Release. Shareholder shall have delivered to NEI an instrument dated the Closing Date releasing the Company and NEI from: (a) any and all claims of Shareholder against the Company and NEI; and (b) obligations of the Company and NEI to Shareholder, except for: (i) continuing obligations to Shareholder relating to his employment; and (ii) obligations arising under this Agreement or the transactions contemplated hereby.
Shareholders’ Release. M▇▇▇▇▇▇ hereby waives, and agrees not to assert or perfect, any rights of appraisal or rights to dissent from transactions contemplated by the Purchase Agreements and that M▇▇▇▇▇▇ may have by virtue of ownership of the Shares.
Shareholders’ Release. The Shareholders shall each have delivered to CCC an instrument dated the Closing Date in the form of EXHIBIT 8.12.
Shareholders’ Release. The Shareholders, on behalf of the Shareholders and the Shareholder’s beneficiaries, hereby irrevocably waives, releases, and forever discharges AMTO and all related companies, entities, predecessors and successors and their past and present affiliates, partners, employees, officers, directors, stockholders, attorneys, agents, insurers, and representatives (collectively, the “Company Released Parties”) from any and all known and unknown claims, causes of action, suits, demands, promises, liabilities, obligations or similar rights of any type or of any kind or nature whatsoever (including in respect of any rights of contribution or indemnification), in each case whether absolute or contingent, liquidated or unliquidated, known or unknown, and whether arising under any agreement or understanding or otherwise at law or in equity, that the Shareholder may now have, will ever have or has now alleged to have or will ever allege to have (“Shareholder Claims”) against the Company Released Parties arising out of or related to either Shareholder’s ownership of Shares of the AMTO (the “Released Claims”) and hereby agrees to refrain from directly or indirectly asserting any claim or demand or commencing any proceeding before any governmental entity or other tribunal against any Company Released Party based on any Released Claims.
Shareholders’ Release. The Shareholder shall have executed and delivered to Buyer immediately prior to the Closing Date an instrument dated the Closing Date in the form of EXHIBIT "C" hereto (the "Shareholder's Release") releasing the Company from any and all claims of the Shareholder against the Company and obligations of the Company to the Shareholder.
Shareholders’ Release. Shareholder, on behalf of itself and its predecessors, successors, agents, affiliates, subrogees, insurers, representatives, personal representatives, legal representatives, transferees, assigns and successors in interest of assigns, and any firm, trust, corporation, partnership, investment vehicle, fund, or other entity managed or controlled by Shareholder or in which Shareholder has or had a controlling interest (collectively, “Shareholder’s Releasors”), in consideration of the satisfaction of the items set forth in Section 1 of this Agreement, hereby remises, releases, acquits and forever discharges the Company and any and all of its respective direct or indirect successors, assigns, subrogees, insurers, trustees, trusts, administrators, fiduciaries and representatives, if any (collectively, “Company’s Releasees”), of and from any and all federal, state, local, foreign and any other jurisdiction’s statutory or common law claims (including claims for contribution and indemnification) causes of action, complaints, actions, suits, defenses, debts, sums of money, accounts, covenants, controversies, agreements, promises, losses, damages, orders, judgment and demands of any nature whatsoever, in law or equity, known or unknown, of any kind, including, but not limited to, claims or other legal forms of action arising from the Exchange, this Agreement or any related transaction documents, or from any other conduct, act, omission or failure to act, whether negligent, intentional, with or without malice, that Shareholder’s Releasors ever had, now have, may have, may claim to have, or may hereafter have or claim to have, against the Company’s Releasees, from the time that the Shareholder became an owner of record or beneficially of any shares of the Common Stock up to and including the Effective Date. Nothing in the foregoing release shall release any claim to enforce this Agreement.