Legal Release to Owner

LEGAL RELEASE TO OWNER

This Legal Release to Owner (the "Release") is made and entered into as of Effective Date: by and between Releasor Name: , an entity type: Individual Entity , with address at (the "Releasor"), and Owner Name: , an entity type: Individual Entity , with address at (the "Owner"). Releasor and Owner are each a "Party" and collectively the "Parties."

RECITALS

WHEREAS, Releasor has performed work, provided materials, or claims to have suffered loss or damage in connection with the property or project described as ; and

WHEREAS, Owner has acknowledged consideration to be paid or provided to Releasor and the Parties desire to compromise and settle all claims, demands, actions, causes of action, debts, accounts, obligations and liabilities arising out of or related to the matters described in this Release; and

WHEREAS, Releasor desires to release Owner and Owner's agents, representatives, employees, subsidiaries, affiliates, successors and assigns from all such claims in exchange for the consideration and covenants set forth herein.

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

1. DEFINITIONS

For purposes of this Release, "Released Claims" means any and all claims, causes of action, demands, obligations, damages, losses, costs, attorneys' fees, liens and liabilities of every kind and nature, known or unknown, suspected or unsuspected, arising out of, relating to, or in any way connected with the work, services, materials, property, acts or omissions described in Schedule A: Description of Claims, which is incorporated herein by reference.

2. RELEASE AND WAIVER

Effective upon receipt of the Consideration described in Section 3, Releasor, on behalf of itself and its heirs, executors, administrators, agents, insurers, attorneys, representatives, successors and assigns, hereby fully and forever releases, acquits, and discharges Owner and Owner's past and present agents, representatives, employees, officers, directors, subsidiaries, affiliates, successors and assigns (collectively, the "Released Parties") from any and all Released Claims. This Release applies to all claims whether known or unknown, suspected or unsuspected, including without limitation claims for personal injury, property damage, contract breach, tort, statutory damages, equitable relief, and claims for costs and attorneys' fees, to the fullest extent permitted by law.

Releasor expressly acknowledges that this Release extinguishes any right to assert, commence or prosecute any claim, lien, suit or demand against the Released Parties with respect to the Released Claims and agrees not to file, maintain or support any such claim or lien.

3. CONSIDERATION AND PAYMENT

In full and complete consideration for the Release and other promises herein, Owner shall pay to Releasor the total sum of $ (the "Consideration"), payable in accordance with the following terms:

Releasor acknowledges that receipt of full Consideration is a material condition of this Release. If any amount is to be deferred, Owner's obligation to make deferred payments is expressly conditioned on compliance with the payment schedule set forth above and, until paid in full, Releasor shall retain any and all remedies for breach of this Release limited to recovery of unpaid Consideration but shall remain barred from prosecuting Released Claims recoverable under this Release.

4. REPRESENTATIONS AND WARRANTIES

Releasor represents and warrants that: (a) Releasor has the full right, power and authority to execute and deliver this Release and to grant the releases and waivers contained herein; (b) Releasor has not assigned, transferred or encumbered any of the Released Claims; (c) Releasor has disclosed to Owner all material facts known to Releasor that are relevant to the Released Claims; and (d) Releasor has not previously received payment or other consideration for the Released Claims except as disclosed in this Release.

If Releasor has filed any liens, stop notices, or security interests arising from the Released Claims, Releasor shall, at Releasor's sole cost and expense, promptly take all actions necessary to release, discharge, terminate and withdraw such liens or notices within days of Owner's payment of the Consideration.

5. INDEMNIFICATION

Releasor agrees to indemnify, defend and hold harmless the Released Parties from and against any and all claims, liabilities, losses, damages, fines, penalties and expenses (including reasonable attorneys' fees) arising out of Releasor's breach of any representation, warranty or covenant contained in this Release or arising out of any claim that is not a Released Claim.

6. NO ADMISSION OF LIABILITY

The Parties expressly acknowledge and agree that this Release is a compromise of disputed claims and that neither the payment of the Consideration nor any act or communication related to this Release shall be construed as an admission of liability or wrongdoing by any Party.

7. NOTICES

All notices, requests, demands and other communications required or permitted hereunder shall be in writing and shall be deemed to have been duly given when delivered personally, sent by nationally recognized overnight courier, or mailed by certified mail, return receipt requested, to the addresses set forth below or to such other address as a Party may designate by notice to the other Party in accordance with this Section.

8. AMENDMENTS; WAIVER; COUNTERPARTS

This Release may be amended, modified or supplemented only by a written instrument executed by both Parties. No waiver of any provision of this Release shall be effective unless in writing and signed by the Party against whom enforcement is sought. This Release may be executed in counterparts and by electronic signature, each of which shall be deemed an original and all of which together shall constitute one instrument.

9. GOVERNING LAW; VENUE

This Release shall be governed by and construed in accordance with the laws selected by the Parties below. The Parties submit to exclusive jurisdiction and venue in the courts located in the jurisdiction selected below for any dispute arising under or related to this Release.

Choice of Governing Law:    Venue:

10. ENTIRE AGREEMENT; SEVERABILITY

This Release 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. If any provision of this Release is held to be invalid, illegal or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect to the maximum extent permitted by law.

11. ADDITIONAL PROVISIONS

Each Party has read and understands the terms and legal effect of this Release and signs it freely and voluntarily. The Parties acknowledge they had the opportunity to seek and obtain independent legal advice prior to executing this Release.

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