Legal Draft C&R Agreement

Compromise and Release Agreement (C&R)

This Compromise and Release Agreement (the Agreement) is entered into as of Effective Date: by and between Claimant Name: (hereinafter "Claimant") and Defendant Name: (hereinafter "Defendant"). Claimant and Defendant are collectively referred to as the Parties.

RECITALS

WHEREAS, Claimant has asserted a claim against Defendant arising out of the incident described as: , occurring on or about ;

WHEREAS, the Parties desire to fully and finally resolve and settle all claims, causes of action, demands and liabilities that were asserted or could have been asserted relating to the incident, including but not limited to claims for damages, costs, interest, attorneys' fees, and expenses; and

WHEREAS, the Parties acknowledge and agree that this Agreement is intended to avoid the expense, uncertainty, and delay of litigation and that the settlement is made as a compromise.

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. DEFINITIONS

1.1 "Released Parties" means Defendant, its parents, subsidiaries, affiliates, insurers, reinsurers, attorneys, agents, employees, predecessors, successors and assigns.

2. SETTLEMENT PAYMENT

2.1 In full consideration of the promises contained in this Agreement, Defendant shall pay to Claimant the total gross sum of (the Settlement Amount).

2.2 The Settlement Amount shall be paid as follows: . Payment shall be tendered in cleared funds and delivered to Claimant or Claimant's counsel in accordance with the Payment Instructions above.

3. RELEASE

3.1 Upon receipt of the Settlement Amount in accordance with Section 2, Claimant, for Claimant and Claimant's heirs, representatives, agents, successors and assigns, hereby fully and forever releases, remises, acquits and discharges the Released Parties from any and all claims, demands, causes of action, liabilities, losses, or damages of whatever kind or nature, whether known or unknown, suspected or unsuspected, which Claimant has, had, or may have against Released Parties arising out of or related to the incident described above through the Effective Date.

3.2 Claimant expressly understands and acknowledges that this release includes claims which Claimant does not know or suspect to exist in Claimant's favor at the time of executing this Agreement, and that this Agreement is intended to fully bar and prevent any such claims from being asserted in the future.

4. COVENANT NOT TO SUE

Claimant covenants and agrees not to commence, prosecute, or maintain any action, claim, suit or proceeding of any kind against any Released Party that is based upon or arises out of the matters released by this Agreement.

5. REPRESENTATIONS AND WARRANTIES

5.1 Claimant represents and warrants that Claimant is the sole owner of the claims released herein, that no assignment of such claims has been made to any third party, and that Claimant has full authority to execute this Agreement.

5.2 Each Party represents that it has had the opportunity to consult with legal counsel of its choosing, is executing this Agreement voluntarily, and understands the terms and consequences of this Agreement.

6. NO ADMISSION OF LIABILITY

This Agreement is a compromise of a disputed claim and the furnishing of consideration for this Agreement is not and shall not be construed as an admission of liability or wrongdoing by any Party, all such liability being expressly denied.

7. CONFIDENTIALITY

Except as required by law or to enforce the terms of this Agreement, the Parties shall keep the terms and amount of this Agreement confidential. Disclosure to insurers, tax advisors, or as required by court order is permitted.

8. TAX ALLOCATION

The Parties agree that the Settlement Amount may include amounts allocable to various categories (such as lost wages, interest and non-taxable damages). Claimant acknowledges responsibility for reporting and paying any taxes due on amounts required to be reported as income, and Defendant shall have no liability for Claimant's tax obligations except as specifically required by law.

9. COOPERATION; FURTHER DOCUMENTS

Each Party agrees to execute and deliver such further instruments and to take such further actions as may be reasonably necessary to effectuate the purposes of this Agreement, including but not limited to dismissal orders, releases, and stipulations.

10. INDEMNIFICATION

Claimant agrees to indemnify and hold harmless the Released Parties from any losses, damages, costs or expenses (including reasonable attorneys' fees) arising out of any breach of Claimant's representations, warranties, or covenants in this Agreement or from any claim by a third party based on facts existing prior to the Effective Date that are inconsistent with the representations herein.

11. NOTICES

Notices shall be in writing and shall be deemed given when delivered personally, by certified mail return receipt requested, or by nationally recognized overnight courier service, to the addresses set forth above or to such other address as either Party may designate in writing.

12. GOVERNING LAW

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

13. ENTIRE AGREEMENT

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

14. SEVERABILITY

If any provision of this Agreement is held to be invalid, illegal or unenforceable, the remaining provisions shall continue in full force and effect, and the Parties shall negotiate in good faith to substitute a valid, legal and enforceable provision that, to the extent possible, achieves the Parties' original intent.

15. AMENDMENT AND WAIVER

No amendment or modification of this Agreement shall be effective unless in writing and signed by both Parties. No waiver of any breach of any provision of this Agreement shall be deemed a waiver of any other or subsequent breach.

16. COUNTERPARTS

This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. Signatures provided by electronic means (including facsimile or electronic transmission) shall be deemed originals for all purposes.

17. AUTHORITY TO EXECUTE

Each person signing this Agreement represents and warrants that he or she is duly authorized to execute and deliver this Agreement on behalf of the Party for whom he or she signs and that this Agreement is binding upon that Party in accordance with its terms.

Sign Now