Kodak 2012 Annual Report Download - page 181

Retained Patents License Agreement) pursuant to a Retained Patents License Agreement entered into with each such respective licensee, in each
case in exchange for the license fee set forth therein (each such fee a “License Fee” , and the aggregate amount of such fees, the “License
Fees” ).
Section 5.15 Waiver and Release . Effective from and after the Closing, each of Kodak and Buyer (and Buyer’s Designee, as
applicable), on behalf of itself and, as applicable, its respective former, current and future equity holders, controlling persons, directors, trustees,
officers, employees, estate, Affiliates, representatives, attorneys, advisors, agents, members, managers, general and limited partners, successors
and assignees and the successors and assignees of any former, current and future equity holders, controlling persons, directors, trustees, officers,
employees, Affiliates, representatives, attorneys, advisors, agents, members, managers, general and limited partners, and the successors and
assignees of any of the foregoing (separately and collectively, the “Releasors” ) will irrevocably, unconditionally and completely release and
forever discharge (a) Kodak (with respect to the release and discharge by Buyer and its Designee) and (b) Buyer and its Designee (with respect
to the release and discharge by Kodak) (the released and discharged party and, as applicable, its respective former, current and future equity
holders, controlling persons, directors, trustees, officers, employees, estate, Affiliates, representatives, attorneys, advisors, agents, members,
managers, general and limited partners, successors and assignees and the successors and assignees of any former, current and future equity
holders, controlling persons, directors, trustees, officers, employees, Affiliates, representatives, attorneys, advisors, agents, members, managers,
general and limited partners, and the successors and assignees of any of the foregoing, separately and collectively, the “ Releasees ”) from, and
will irrevocably, unconditionally and completely waive and relinquish, any obligations and liabilities of such other Party’s Releasees, and any
and all claims, demands, actions, losses, causes of action of whatever kind, known or unknown, that any of the respective Releasors may have
had in the past, may now have or may have in the future against the other Party’s Releasees, to the extent arising out of such other Party’s entry
into this Agreement or the consummation of the sale and purchase of the Assigned Assets in accordance with the terms of this Agreement. For
the avoidance of doubt, this Section 5.15 does not apply to (a) Kodak’s claim regarding any prepetition claims, including those set forth on
Schedule 5.15 , (b) any breach by (x) Buyer (or Buyer’s Designee, as applicable) or Kodak or their respective Releasees of the Buyer Non-
Disclosure Agreement (or Designee Non-Disclosure Agreement, as applicable), the Ancillary Agreements or the covenants contained in this
Agreement that survive the Closing or the termination of this Agreement or by any party under the Funding Commitment pursuant to the terms
thereof, or (y) Kodak of the Ancillary Agreements or any of its covenants or agreements set forth in Section 5.3 .
Section 5.16 Expense Adjustment .
(a) Buyer shall inform Kodak in writing promptly if and when it begins to incur Expenses under this Agreement, and Buyer shall
thereafter use its reasonable commercial efforts to inform Kodak in writing promptly of each One Million US Dollars ($1,000,000) of
incremental Expenses Buyer incurs, (as determined based on Buyer’s good faith estimates) and, upon the reasonable request of Kodak, to
provide Kodak with its estimated allocation of such Expenses.
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