Legal Discharge Order

LEGAL DISCHARGE ORDER

This Legal Discharge Order is entered into by the following parties: Creditor Name: and Debtor Name: . This Order concerns the lien, judgment, or encumbrance identified below and the parties' agreement to discharge and release the same.

RECITALS

WHEREAS, Creditor asserts a lien, security interest, or judgment against property or assets identified as Instrument/Document No. , recorded in County: , State: on date: .

WHEREAS, Debtor asserts that the obligations secured by or subject to the aforesaid lien, judgment, or encumbrance have been satisfied, paid, or otherwise resolved as of Effective Date: , and the parties desire to evidence the satisfaction and order discharge.

WHEREAS, the parties have agreed to memorialize the terms under which Creditor shall release, cancel, and discharge the identified lien, judgment, or encumbrance and to authorize recording of a release or satisfaction document.

NOW THEREFORE

In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows:

1. DEFINITIONS

For purposes of this Order, the following terms have the meanings given below: "Discharged Instrument" means the lien, judgment, or encumbrance identified in Instrument/Document No. . "Property" means the asset or real property described in Section 2 below.

2. DESCRIPTION OF PROPERTY / OBLIGATION

3. ORDER FOR DISCHARGE

Creditor hereby orders, directs, and irrevocably authorizes that the Discharged Instrument be released, satisfied, and discharged in its entirety as of the Effective Date: . Upon execution of this Order by the parties, Creditor shall cause a recordable Release or Satisfaction document in substantially the form required by the recording jurisdiction to be executed and delivered for filing with the appropriate recording office.

4. RELEASE AND SATISFACTION

Upon the Effective Date, Creditor hereby irrevocably releases and forever discharges Debtor, and Debtor's successors and assigns, from any and all claims, demands, causes of action, suits, liabilities, and obligations arising solely from or directly related to the Discharged Instrument, subject to the express covenants and indemnities set forth in this Order.

5. REPRESENTATIONS AND WARRANTIES

Each party represents and warrants that: (a) it has full right, power, and authority to enter into this Order and to perform its obligations hereunder; (b) the execution and delivery of this Order and the performance of its obligations do not violate any agreement or law binding on such party; and (c) there are no unsatisfied liens, encumbrances, or claims against the Property other than as expressly identified in this Order and excepted in writing in additional_terms below.

6. COVENANTS

Creditor covenants to: (a) execute and deliver any and all further instruments reasonably necessary to effectuate the discharge and release required by this Order; (b) refrain from attempting to enforce, refile, or otherwise assert the Discharged Instrument against the Property; and (c) deliver proof of recording of any Release or Satisfaction to Debtor within ten (10) business days of recording.

7. INDEMNIFICATION

Each party shall indemnify and hold harmless the other party from and against any and all losses, claims, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from (a) any breach of the representations, warranties, or covenants contained in this Order, or (b) any attempt by third parties to enforce the Discharged Instrument against the Property after the Effective Date due to the indemnifying party's action or omission.

8. NOTICES

All notices, requests, demands, and other communications required or permitted under this Order shall be in writing and shall be delivered to the party's notice address set forth below or to such other address as such party may designate by written notice in accordance with this section. Notices shall be deemed given when delivered in person, on the date of receipt by overnight courier, or three (3) business days after deposit in the U.S. mail, first-class postage prepaid.

9. ENFORCEMENT AND COSTS

In the event of any action to enforce this Order, the prevailing party shall be entitled to recover costs and attorneys' fees incurred in enforcing this Order in addition to any other relief to which it may be entitled.

10. GOVERNING LAW

This Order shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of law principles.

11. ENTIRE AGREEMENT

This Order constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written.

12. SEVERABILITY

If any provision of this Order is determined to be invalid, illegal, or unenforceable in any respect, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired.

13. AMENDMENTS; WAIVER

This Order may be amended, modified, or supplemented only by a written instrument signed by both parties. No waiver of any provision of this Order shall be effective unless in writing and signed by the party against whom the waiver is sought to be enforced.

14. COUNTERPARTS

This Order may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Signatures delivered by facsimile or electronic image shall be binding for all purposes.

15. FILING AND RECORDING

Following execution by the parties, the parties shall promptly cooperate to prepare, execute, and record any document necessary to evidence the discharge and to remove the Discharged Instrument from the public records. The party responsible for recording shall provide the other party with a conformed copy of the recorded Release or Satisfaction within ten (10) business days of recording.

16. MISCELLANEOUS

The headings in this Order are for convenience only and shall not affect the interpretation of any provision. The parties acknowledge that they have read and understand this Order, have had the opportunity to obtain independent legal counsel, and execute this Order voluntarily.

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