Legal Unconditional Lien Release

LEGAL UNCONDITIONAL LIEN RELEASE

This Unconditional Lien Release (the "Release") is made as of by Lienholder Name: whose address is (referred to herein as "Releasor"), in favor of Owner Name: whose address is (referred to herein as "Releasee").

RECITALS

WHEREAS, Releasor claims or may claim the existence of a lien, security interest, or other encumbrance (collectively, the "Lien") with respect to certain property more particularly described below; and

WHEREAS, the Lien is evidenced by the following instrument: Instrument Type: dated , recorded in County: , State: under Recording/Document No.: ; and

WHEREAS, Releasor has received consideration and/or has otherwise determined that the Lien should be released unconditionally and without reservation.

NOW, THEREFORE, for good and valuable consideration, receipt and sufficiency of which are hereby acknowledged, Releasor agrees as follows:

1. RELEASE

Releasor hereby unconditionally, irrevocably, and forever releases, terminates and discharges any and all right, title, interest, claim or demand of Releasor in and to the Lien and in and to the Property described below, whether known or unknown, suspected or unsuspected, contingent or fixed, and whether arising under contract, tort, statute, equity or otherwise. The release in this paragraph is unconditional and is not contingent on receipt of any further payment, instrument or act.

2. PROPERTY DESCRIPTION

3. CONSIDERATION

The release set forth herein is given in consideration of , including but not limited to the sum of and other good and valuable consideration acknowledged by Releasor.

4. REPRESENTATIONS AND WARRANTIES

Releasor represents and warrants that: (a) it is the lawful owner of the Lien or has the full right and authority to execute and deliver this Release; (b) the execution and delivery of this Release and the performance of its obligations hereunder have been duly authorized; (c) this Release constitutes a legal, valid and binding obligation of Releasor enforceable in accordance with its terms; and (d) to Releasor's actual knowledge, there are no other outstanding liens or encumbrances claimed by Releasor against the Property except as expressly disclosed in writing below.

5. INDEMNIFICATION

Releasor agrees to indemnify, defend and hold harmless Releasee and its agents, successors and assigns from and against any and all losses, liabilities, claims, costs and expenses (including reasonable attorneys' fees and costs) arising out of any claim by any person or entity asserting any interest in the Lien prior to the date of this Release, except to the extent such claims arise from Releasee's acts or omissions after the date of this Release.

6. NO FURTHER CLAIMS

Releasor covenants and agrees that it shall not assert any further lien, claim, or charge against the Property with respect to the subject matter of this Release and that Releasor will execute and deliver such additional instruments reasonably requested by Releasee to evidence the full release and termination of the Lien.

7. RECORDATION

Releasor authorizes Releasee, at Releasee's option and expense, to record this Release or a certified copy hereof in the public records where the Lien was recorded and to take all further actions reasonably necessary to evidence the release of the Lien.

8. NOTICES

Any notices required or permitted under this Release shall be in writing and shall be deemed delivered when personally delivered or three (3) days after deposit in the United States mail, certified or registered, return receipt requested, addressed to the party at the address set forth below or such other address as such party may designate by notice to the other.

9. GOVERNING LAW

This Release shall be governed by and construed in accordance with the laws of the State of without regard to its rules concerning conflicts of law.

10. ENTIRE AGREEMENT

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, understandings, negotiations and representations, whether oral or written.

11. SEVERABILITY

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 in any way be affected or impaired thereby.

12. AMENDMENTS; WAIVER

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 waiver by any party of any breach or default shall not constitute a waiver of any other breach or default.

13. COUNTERPARTS

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. Delivery of an executed counterpart by electronic transmission shall be acceptable and binding.

14. AUTHORITY

Each person executing this Release on behalf of a party warrants and represents that he or she is duly authorized and has legal capacity to execute this Release on behalf of that party and that, when executed and delivered, this Release will be a valid and binding obligation of such party.

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