|
with prejudice, each party to bear its own attorneys' fees and
<br /> costs of suit. Barclay s and ITL-Cross acknowledge that the fees
<br /> and costs of the Trustee are administrative expenses in the
<br /> Chapter 7 Case, subject to the approval of the Bankruptcy Court.
<br /> II. MUTUAL RELEASES:
<br /> 1. Except as provided in this Agreement and subject
<br /> to the completion of all of the foregoing events and conditions,
<br /> the Trustee, on behalf of the Estate, for and in consideration of
<br /> the execution and performance of the terms of this Agreement by
<br /> Barclays and ITL-Cross, hereby releases and absolutely and
<br /> forever discharges Barclays, ITL-Cross, and their respective
<br /> subsidiaries, affiliates, parents, officers, directors,
<br /> shareholders, employees, attorneys, accountants, consultants,
<br /> agents, partners, successors and assigns (each a "Barclays
<br /> Released Party") , of and from any and all rights, claims,
<br /> damages, debts, liabilities, accounts, reckonings, obligations,
<br /> attorneys' fees, costs, expenses, liens, actions and causes of
<br /> action, whether now known or unknown, which the Trustee and/or
<br /> the Estate now has, owns or holds or may in the future have
<br /> against any Barclays Released Party arising out of or in any way
<br /> connected with any or all of the matters described in the
<br /> Recitals to this Agreement.
<br /> 2. Except as provided in this Agreement and subject
<br /> to the completion of all foregoing events and conditions,
<br /> Barclays and ITL-Cross, for and in consideration of the execution
<br /> and performance of the terms of this Agreement by the Trustee,
<br /> hereby release and absolutely and forever discharge the Estate,
<br /> the Trustee and their respective agents, affiliates, successors
<br /> and assigns (each a "Trustee Released Party") of and from any and
<br /> all rights, claims, damages, debts, liabilities, accounts,
<br /> reckonings, obligations, attorneys' fees, costs, expenses, liens,
<br /> actions and causes of action, whether now known or unknown, which
<br /> Barclays or ITL-Cross now has, owns or holds or may in the future
<br /> have against any Trustee Released Party arising out of or in any
<br /> way connected with any or all of the matters described in the
<br /> Recitals to this Agreement.
<br /> 3 . Except as expressly provided hereunder, the
<br /> parties intend this Agreement to be a full and final accord and
<br /> satisfaction and release of each and every claim or cause of
<br /> action arising out of the matters described in the Recitals to
<br /> this Agreement. In further consideration of this intention, each
<br /> of the parties waives the benefit of the provisions of California
<br /> Civil Code Section 1542, and any statutory or decisional law of
<br /> 3435XA002F.MPB 7
<br />
|