Legal State Release Form

LEGAL STATE RELEASE FORM

This Legal State Release Form (the "Release") is entered into as of Effective Date: by and between Releasor Name: (the "Releasor"), and Releasee Name: (the "Releasee"). The parties agree as set forth below.

RECITALS

WHEREAS, Releasor asserts or may assert certain claims, demands, actions, causes of action, suits, debts, liabilities and obligations arising out of or related to the events described as: (the "Incident") and further described below; and

WHEREAS, Releasee denies liability for the Incident but is willing to provide consideration to resolve all claims as provided in this Release; and

WHEREAS, the parties desire to settle and finally resolve any and all disputes, claims, and causes of action between them arising out of the Incident on the terms and subject to the conditions set forth in this Release.

NOW THEREFORE, in consideration of the mutual covenants and promises contained 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, "Claims" means any and all actions, claims, demands, rights, causes of action, liabilities, losses, damages, costs and expenses (including attorneys' fees) whether known or unknown, suspected or unsuspected, that arise out of or relate to the Incident or conduct occurring on or before the Effective Date in the State of: .

2. RELEASE AND WAIVER

Releasor, on behalf of Releasor and Releasor's heirs, executors, administrators, agents, representatives and assigns, hereby fully, finally and forever releases, waives and discharges Releasee and its past and present subsidiaries, affiliates, officers, directors, employees, agents and insurers (collectively "Released Parties") from any and all Claims, including those arising under state law, statutory law, common law, contract, tort or equity, that relate to or arise out of the Incident. This Release includes Claims for personal injury, property damage, emotional distress, punitive damages and any other relief or remedy of any kind.

Releasor specifically acknowledges and agrees that the release includes Claims that Releasor does not know or suspect to exist at the time of executing this Release and that Releasor expressly waives the application of any statute or common-law principle that would limit the scope of this waiver, including any statutory provision governing "unknown" or "unanticipated" claims, except as prohibited by the controlling law stated in Section 10.

3. CONSIDERATION

In consideration for the release set forth herein, Releasee agrees to pay to Releasor the sum of $ (the "Consideration"), subject to the terms and conditions of this Release. Releasor acknowledges receipt of the Consideration and agrees that the Consideration is fair and adequate.

4. REPRESENTATIONS AND WARRANTIES

Releasor represents and warrants that Releasor has the full right, power and authority to enter into this Release, that Releasor has not assigned any Claim released by this Release to any other person or entity, and that Releasor will not thereafter institute, maintain or permit any action or proceeding based upon any Claim released by this Release.

5. INDEMNIFICATION

Releasor agrees to indemnify, defend and hold harmless the Released Parties from and against any loss, liability, claim, demand or expense (including reasonable attorneys' fees) arising out of any breach of Releasor's representations, warranties or covenants contained in this Release or any inaccurate statement made by Releasor in connection with this Release.

6. CONFIDENTIALITY

The parties agree to keep the terms and amount of the settlement confidential, except to the extent disclosure is required by law, regulation, valid subpoena, or to enforce this Release. Any disclosure contrary to this provision shall be a material breach subject to equitable relief and damages.

7. TAX MATTERS

Each party shall be responsible for its own tax reporting and obligations, if any, resulting from the Consideration. Releasor acknowledges that Releasor has been advised to seek independent tax advice regarding the tax consequences of this Release.

8. NOTICES

All notices required or permitted under this Release shall be in writing and delivered to the parties at the addresses set forth below. Notice shall be deemed given when delivered personally, sent by nationally recognized overnight courier, or three (3) days after deposit in the United States mail, postage prepaid, return receipt requested.

9. AMENDMENTS; WAIVER

No amendment, modification or waiver of any provision of this Release shall be effective unless in writing and signed by both parties. No failure or delay by any party in exercising any right shall operate as a waiver of that right, and any waiver must be in writing signed by the party granting the waiver.

10. GOVERNING LAW

This Release shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of laws principles. The parties consent to exclusive jurisdiction and venue in the state and federal courts located in that State for any dispute arising out of or related to this Release.

11. ENTIRE AGREEMENT; SEVERABILITY

This Release constitutes the entire agreement and understanding between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, representations and understandings, whether oral or written. If any provision of this Release is held to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not be affected or impaired.

12. COUNTERPARTS; EXECUTION

This Release 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. A facsimile or electronic copy of a signature shall be deemed an original for all purposes.

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