Legal Release Order

LEGAL RELEASE ORDER

This Legal Release Order (the "Order") is entered into as of Effective Date: by and between Client Name: (hereinafter "Releasor") and Released Party Name: (hereinafter "Releasee"). Case/Reference No.: .

RECITALS

WHEREAS, Releasor asserts certain claims, demands, actions, causes of action, and liabilities, whether known or unknown, suspected or unsuspected, that arise out of or relate to the facts, transactions, or occurrences described as: (the "Claims"); and

WHEREAS, Releasee denies liability with respect to the Claims but has agreed to provide certain consideration to resolve and fully release the Claims as set forth herein; and

WHEREAS, the parties desire to memorialize the terms of release, the order to effectuate release of funds or property (if applicable), and the mutual obligations of the parties in connection with resolution of the Claims.

NOW, THEREFORE, in consideration of the mutual covenants and other good and valuable consideration set forth below, the parties agree as follows:

1. DEFINITIONS

For the purposes of this Order, the following terms shall have the meanings set forth below:

"Released Claims" means any and all claims, demands, liabilities, obligations, actions, suits, causes of action, and rights of recovery of any kind, known or unknown, contingent or accrued, that Releasor has or may have against Releasee arising out of or relating to the Claims described above.

"Consideration" means the payment, transfer, or other performance detailed in Section 3, which the parties acknowledge is fair, adequate, and accepted in full satisfaction of the Released Claims.

2. RELEASE

Effective on the Effective Date, Releasor, on behalf of itself and its heirs, executors, administrators, agents, insurers, attorneys, successors and assigns, hereby irrevocably and unconditionally releases and forever discharges Releasee, and Releasee's past and present officers, directors, employees, agents, attorneys, representatives, insurers, successors and assigns, from and against any and all Released Claims.

The parties further agree that this Order constitutes an express instruction and order to any third party holding funds or property related to the Claims to effectuate release of those funds or property in accordance with Section 3, and that such third party may rely on this Order as full authority to do so.

3. CONSIDERATION; PAYMENT TERMS

As full and final consideration for the release granted in Section 2, Releasee shall deliver to Releasor the sum of: payable by: . Payment shall be made no later than: .

If payment is to be made through escrow or held by a third party, the parties direct the custodian to release funds in accordance with this Order upon receipt of an executed copy hereof and confirmation of any conditions precedent described herein.

4. COVENANT NOT TO SUE

Releasor covenants and agrees that it will not institute, continue, or maintain any action, suit, cause of action, claim or demand against Releasee with respect to any Released Claim. This covenant not to sue shall survive the execution of this Order.

5. REPRESENTATIONS AND WARRANTIES

Each party represents and warrants that: (a) it has full corporate or individual power and authority to execute and deliver this Order and to perform its obligations hereunder; (b) the execution and delivery of this Order and the performance of the transactions contemplated hereby have been duly authorized by all necessary action; and (c) this Order constitutes a valid and binding obligation enforceable in accordance with its terms.

6. INDEMNIFICATION

Each party shall indemnify, defend and hold harmless the other party from and against any and all liabilities, claims, losses, damages, costs and expenses (including reasonable attorneys' fees) arising from any breach of any representation, warranty or covenant contained in this Order.

7. CONFIDENTIALITY

The parties agree to keep the terms, amount, and existence of this Order confidential, except as required by law, as necessary to enforce the Order, or as otherwise agreed in writing. Information may be disclosed to counsel, accountants, insurers, and other professional advisors under obligations of confidentiality.

8. FURTHER ASSURANCES

Each party shall execute and deliver such further documents and take such further actions as may be reasonably requested by the other party to carry out the intent and purposes of this Order.

9. NOTICES

Releasor Notice Address

Releasee Notice Address

All notices required or permitted under this Order shall be in writing and shall be deemed given when delivered personally, sent by overnight courier, or three (3) days after deposit in the United States mail, postage prepaid, addressed to the parties at the notice addresses set forth above or to such other address as a party may designate by notice in accordance with this Section.

10. GOVERNING LAW

This Order shall be governed by and construed in accordance with the laws of the State or jurisdiction of: without regard to its conflicts 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 held to be invalid, illegal or unenforceable in any respect, the remaining provisions shall remain in full force and effect and the invalid, illegal or unenforceable provision shall be reformed only to the extent necessary to make it valid and enforceable.

13. AMENDMENTS

No amendment, modification or waiver of any provision of this Order shall be effective unless set forth in a writing signed by both parties.

14. WAIVER

No failure or delay by any party in exercising any right under this Order shall operate as a waiver thereof, nor shall any single or partial exercise of any right preclude any other or further exercise of such right.

15. COUNTERPARTS

This Order 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 transmitted by electronic means (including scanned PDF or facsimile) shall be binding as original signatures.

ADDITIONAL PROVISIONS

Scope of Release (select one):

Additional Terms or Special Instructions

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