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<br />operations are conducted or are control persons or insiders of the Debtors by virtue of any of the
<br />actions taken with respect to, in connection with, related to or arising from the Prepetition Credit
<br />Documents;
<br />(g) no claims, counterclaims, offsets, objections, defenses, challenges or
<br />causes of action exist against, or with respect to, the Prepetition Secured Parties or any of their
<br />respective affiliates, agents, subsidiaries, partners, controlling persons, agents, attorneys,
<br />advisors, professionals, officers, directors and employees, whether arising under applicable state
<br />or federal law (including, without limitation, any recharacterization, or other equitable relief that
<br />might otherwise impair the aforementioned parties or their interest in the Prepetition Collateral,
<br />subordination, avoidance or other claims, including any claims or causes of action arising under
<br />or pursuant to sections 105, 502(d), 510, 542 through 553(b) or 724(a) of the Bankruptcy Code),
<br />in connection with or arising under any Prepetition Credit Documents or the transactions
<br />contemplated thereunder or the Prepetition Debt or Prepetition Liens, including without
<br />limitation, any right to assert any disgorgement or recovery; and the Debtors and their estates
<br />hereby release and discharge any and all such claims, counterclaims, objections, defenses, set-off
<br />rights, challenges and causes of actions;
<br />(h) the Debtors hereby absolutely, irrevocably, and unconditionally release
<br />and forever discharge and acquit the DIP Secured Parties, the Prepetition Secured Parties, and
<br />their respective Representatives (as defined below), in each case, solely in their capacities as
<br />such (collectively, the "Released Parties"), from any and all obligations and liabilities to the
<br />Debtors (and their successors and assigns) and from any and all claims, controversies, disputes,
<br />obligations, counterclaims, offsets, demands, debts, damages, expenses (including, without
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<br />NY 78179867
<br />4844-7341-8439.2
<br />NY 78179867
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