Common use of The Release Clause in Contracts

The Release. (a) In consideration of the Undertakings and other good and valuable consideration and to settle a dispute among the parties, the receipt and sufficiency of which is hereby acknowledged, the Franchisee and the Franchisee Principal, on behalf of themselves, any predecessor or other past, current or future direct or indirect investors in or directors, officers and employees of the Franchisee and each such person's successors and assigns (collectively with the Franchisee and the Franchisee Principal, the "Releasor Group") hereby release any and all rights, causes and actions, whether or not known or anticipated, that any member of the Releasor Group may have, directly or indirectly, against ▇▇▇. ▇▇▇▇▇▇, Capricorn, Cookies USA, GACC or Jordan and any of their respective past, current or future direct or indirect investors, lenders, affiliates, directors, officers or employees or any such person's successors and assigns (collectively, the "Releasees") arising out of or otherwise relating to, directly or indirectly, the Releasor Group's franchising, lease and supplier relationships with GACC or the Proposed GACC Acquisition (the "Released Matters"), except for any rights, causes of action or claims that (i) arise out of the express terms of this Agreement, (ii) arise out of any failure by GACC to remit to any lessor any sublease payments received from the Franchisee that were required under the related lease to be remitted to such lessor, (iii) arise out of product liability for ingredients or products supplied by GACC to the Franchisee, or (iv) otherwise arise following the completion of the Proposed GACC Acquisition, or (y) arise out of inadvertent errors of fact in the ordinary course of business. The Released Matters include but are not limited to the subject matter of each and every right, cause of action or claim (A) relating to the offering and purchase of the GACC franchises owned by the Franchisee, (B) relating to the proximity of any ▇▇▇. ▇▇▇▇▇▇ owned or franchised stores to GACC owned or franchised stores or (C) otherwise asserted against any of the Releasees by the plaintiffs in the Litigation or the Association of Great American Cookie Franchisees (the "GACC Franchisee Association") in a writing addressed to ▇▇▇. ▇▇▇▇▇▇, Cookies USA, GACC, Capricorn or Jordan. (1) The members of the Releasor Group understand and agree that this is a full and final release applicable to all unknown and unanticipated claims, as well as those known or disclosed, and in consideration of and as an inducement for the Undertakings, the members of the Releasor Group hereby expressly waive all rights or benefits which they now have or may in the future have against any of the Releasees under the provisions of Section 1542 of the California Civil Code, which section provides that "a general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known to him must have materially affected his settlement with the debtor", or of provisions of similar import under the laws of other jurisdictions. (2) The Franchisee and the Franchisee Principal hereby represent and warrant that (i) this Agreement has been approved by all necessary action required to make it a valid and binding obligation of the Franchisee, the Franchisee Principal and all the other members of the Releasor Group, as the case may be, and