Legal Release Form

LEGAL RELEASE FORM

This Legal Release Form (the "Release") is made as of Effective Date: by and between Releasor: residing at and Releasee: with principal place of business at .

RECITALS

WHEREAS, Releasor contends that certain claims, demands, causes of action or liabilities may exist arising out of or relating to the facts, transactions, acts or omissions described in the Claims Description below; and

WHEREAS, Releasee denies any liability or wrongful conduct but is willing to provide consideration to resolve, compromise and settle all such claims on the terms set forth in this Release; and

WHEREAS, the parties desire to resolve completely and finally any and all disputes between them without the expense, risk or uncertainty of litigation.

NOW, THEREFORE

In consideration of the mutual promises and other valuable consideration set forth herein, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. DEFINITIONS

For purposes of this Release, the following terms shall have the meanings assigned below: "Claims" means any and all known or unknown, suspected or unsuspected, asserted or unasserted claims, demands, liabilities, obligations, actions, causes of action, suits, debts, accounts, contracts, agreements, losses, costs, expenses and damages, including attorneys' fees and costs, whether sounding in contract, tort, statute or equity.

2. RELEASE AND COVENANT NOT TO SUE

Subject to the terms of this Release, Releasor, on behalf of Releasor and Releasor's heirs, executors, administrators, successors and assigns, hereby irrevocably and unconditionally releases, acquits and forever discharges Releasee and Releasee's past and present parents, subsidiaries, affiliates, predecessors, successors, assigns, officers, directors, agents, employees and insurers (collectively, the "Released Parties") from and against any and all Claims arising on or before the Effective Date, whether known or unknown, asserted or unasserted, including any Claims based on negligence, strict liability, breach of contract, or any statutory or common law theory.

Releasor covenants and agrees not to institute, maintain or assist any action, suit or proceeding against any Released Party based upon any Claim released by this Release.

3. CLAIMS DESCRIPTION

Releasor shall describe with particularity the facts, transactions, acts or omissions giving rise to the Claims released by this Release:

4. CONSIDERATION

In consideration for the release and covenants set forth herein, Releasee shall provide to Releasor the following consideration, receipt of which Releasor acknowledges and accepts:

5. REPRESENTATIONS AND WARRANTIES

Each party represents and warrants to the other that: (a) it has full power, authority and capacity to enter into this Release and to perform its obligations hereunder; (b) this Release constitutes a valid and binding obligation enforceable in accordance with its terms; and (c) the person signing below is duly authorized to execute this Release on behalf of the party for whom they sign.

6. INDEMNIFICATION

Releasor agrees to indemnify, defend and hold harmless the Released Parties from and against any and all claims, liabilities, losses, damages, costs and expenses (including reasonable attorneys' fees) arising from any breach by Releasor of this Release or from any Claim that is not released by this Release but is asserted by a third party as a result of Releasor's actions.

7. CONFIDENTIALITY

The parties agree that the terms and existence of this Release shall be kept confidential and shall not be disclosed to any third party except as required by law or as reasonably necessary to effectuate the terms hereof.

8. NO ADMISSION OF LIABILITY

It is expressly understood and agreed that this Release is a compromise and settlement of disputed claims and that neither the payment of any consideration nor the execution of this Release shall constitute an admission of liability or wrongdoing by any Released Party.

9. NOTICES

All notices required or permitted under this Release shall be in writing and delivered to the parties at their addresses set forth below or to such other address as a party designates by written notice in accordance with this Section.

10. AMENDMENTS; WAIVER; SEVERABILITY; ENTIRE AGREEMENT

This Release constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, understandings and agreements, whether written or oral. No amendment, modification or waiver of any provision of this Release shall be effective unless in writing and signed by the party against whom enforcement is sought. The failure of any party to enforce any provision of this Release shall not be construed as a waiver of that provision or any other provision. If any provision of this Release is determined to be invalid or unenforceable, such provision shall be deemed severed and the remaining provisions shall remain in full force and effect.

11. GOVERNING LAW

This Release shall be governed by and construed in accordance with the laws of the state identified below without regard to its conflicts of law principles.

12. COUNTERPARTS; EXECUTION

This Release may be executed in one or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. Signatures delivered by electronic transmission shall be effective to bind the signing party.

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