Legal Settlement Declaration

LEGAL SETTLEMENT DECLARATION

This Legal Settlement Declaration (the Declaration) is made and entered into as of the date: by and between Claimant: whose principal address is and Respondent: whose principal address is .

RECITALS

WHEREAS, Claimant asserts certain claims, demands, causes of action and damages against Respondent arising out of or relating to the facts, acts and events described in Claimant's claim file and related correspondence;

WHEREAS, Respondent denies liability for the matters alleged by Claimant but desires to compromise and settle all disputes and controversies between the Parties, subject to the terms and conditions set forth in this Declaration;

WHEREAS, the Parties desire to fully, finally and forever resolve and settle all matters between them on the terms contained in this Declaration, without admission of fault or liability by either Party;

NOW, THEREFORE, in consideration of the mutual covenants, promises and releases set forth herein, the Parties agree as follows:

1. DEFINITIONS

For purposes of this Declaration, the following terms shall have the following meanings:

"Claim" means any claim, demand, action, cause of action, suit, obligation, liability or controversy, known or unknown, asserted or unasserted, that arises out of the matters described in the Recitals.

"Effective Date" means the date on which this Declaration is fully executed by both Parties as evidenced by the signature block below.

2. SETTLEMENT PAYMENT

In full and final settlement of all Claims, Respondent shall pay Claimant the total sum of (Settlement Amount). The Settlement Amount shall be payable as follows:

Payment shall be made on or before (Payment Deadline). Timely payment is a material term of this Declaration.

3. MUTUAL RELEASE

Upon receipt of the Settlement Amount in full, Claimant and Claimant's agents, successors and assigns hereby fully, finally and forever release and discharge Respondent and Respondent's past and present officers, directors, employees, agents, insurers, attorneys, affiliates, successors and assigns from any and all Claims, demands, causes of action, obligations and liabilities of every nature and description, whether known or unknown, suspected or unsuspected, which Claimant ever had, now has or may hereafter have against Respondent relating to the matters described in the Recitals.

Respondent likewise releases Claimant and Claimant's agents, successors and assigns from any and all Claims arising out of the same matters. The releases herein are intended to be mutual and coextensive.

4. CONFIDENTIALITY

Except to the extent disclosure is required by law, regulation, or a validly issued subpoena, the Parties shall keep the terms and existence of this Declaration, the Settlement Amount, and any negotiations leading to this Declaration strictly confidential. Disclosure to a Party's legal or financial advisors is permitted, provided those advisors agree to be bound by confidentiality obligations consistent with this Section.

5. NO ADMISSION OF LIABILITY

The Parties acknowledge and agree that this Declaration is a compromise of disputed claims and that neither the execution of this Declaration nor the payment of the Settlement Amount shall constitute an admission of liability or wrongdoing by any Party for any purpose.

6. TAXES

Each Party shall be responsible for its own federal, state and local tax liabilities arising from the receipt or payment of the Settlement Amount unless otherwise required by applicable law. Any reporting required by law shall be undertaken by the Party obligated to report under applicable tax rules.

7. REPRESENTATIONS AND WARRANTIES

Each Party represents and warrants that it has full power and authority to enter into this Declaration; that the execution and delivery of this Declaration has been duly authorized by all necessary corporate or other organizational action; and that this Declaration constitutes the valid and binding obligation of such Party enforceable in accordance with its terms.

8. COOPERATION AND FURTHER ASSURANCES

The Parties agree to execute and deliver such additional instruments and to take such further actions as may be reasonably necessary to effectuate the terms and intent of this Declaration, including the filing of any documents necessary to dismiss pending litigation with prejudice.

9. NOTICES

All notices, demands or other communications required or permitted under this Declaration shall be in writing and shall be delivered by hand, nationally recognized overnight courier, or certified mail (return receipt requested) to the addresses set forth below or to such other address as a Party may designate by written notice.

10. AMENDMENTS; WAIVER

This Declaration may be amended or modified only by a written instrument executed by both Parties. No waiver of any provision of this Declaration shall be effective unless in writing and signed by the Party against whom the waiver is sought to be enforced.

11. GOVERNING LAW

This Declaration shall be governed by and construed in accordance with the laws of the State selected by the Parties below, exclusive of its conflict of laws principles.

12. ENTIRE AGREEMENT

This Declaration contains the entire agreement between the Parties relating to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written, of the Parties.

13. SEVERABILITY

If any provision of this Declaration is held to be illegal, invalid or unenforceable in whole or in part by a court of competent jurisdiction, such provision shall be severed and the remainder of this Declaration shall continue in full force and effect.

14. COUNTERPARTS; AUTHORITY

This Declaration 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. The Parties represent and warrant that the individuals signing below are authorized to bind their respective principals.

Each Party acknowledges that it has read this Declaration, understands its terms, and has had the opportunity to obtain independent legal advice prior to executing this Declaration.

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