|PERNIX THERAPEUTICS HOLDINGS, INC. filed this Form 8-K on 02/27/2019|
predecessors, successors and assigns (collectively, the “Releasees”) of and from any and all claims, controversies, disputes, liabilities, obligations, demands, damages, expenses (including, without limitation, reasonable attorneys’ fees), debts, liens, actions and causes of action of any and every nature whatsoever, in each case arising prior to the date hereof, and relating to, as applicable, the DIP Facility, the DIP Loan Documents, Prepetition Financing Documents, the Prepetition Treximet Notes Financing Documents and/or the transactions contemplated thereunder including, without limitation, (x) any so-called “lender liability” or equitable subordination claims or defenses, (y) any and all claims and causes of action arising under the Bankruptcy Code, and (z) any and all claims and causes of action with respect to the validity, priority, perfection or avoidability of the liens or claims of the Prepetition Secured Parties, Prepetition Agents, Prepetition Treximet Noteholders, Prepetition Treximet Notes Trustee, DIP Agent and the DIP Lenders. The Debtors further waive and release any defense, right of counterclaim, right of set-off or deduction to the payment of Prepetition Secured Parties, Prepetition Treximet Noteholders and the DIP Lenders which the Debtors now have or may claim to have against the Releasees, arising out of, connected with or relating to any and all acts, omissions or events occurring prior to this Court entering this Interim Order. Notwithstanding the foregoing, nothing in this Interim Order shall release or otherwise affect Nalpropion’s contractual payment obligations to the Debtors arising pursuant to and in accordance with the terms of the Services Agreement or the TSA.
(xvi) Limitation of Liability. None of the Prepetition Secured Parties, Prepetition Agents, Prepetition Treximet Notes Trustee, Prepetition Treximet Noteholders, DIP Agent, or the DIP Lenders are control persons or insiders of the Debtors or any of their affiliates by virtue of any of the actions taken with respect to, in connection with, related to, or arising