Legal Unexecuted Release Form

Legal Unexecuted Release Form

This Legal Unexecuted Release Form (the "Release") is made effective as of by and between Releasor: (Entity Type: Individual Corporation LLC Other) with principal address at ; and Releasee: (Entity Type: Individual Corporation LLC Other) with principal address at .

RECITALS

WHEREAS, Releasor asserts certain claims, demands, causes of action or liabilities, whether known or unknown, arising out of or related to the facts and circumstances described as:

WHEREAS, Releasee disputes liability for such claims and desires to obtain a final and complete release upon terms set forth herein; and

WHEREAS, the parties desire to enter into a binding written release setting forth the rights and obligations of the parties with respect to those claims.

NOW THEREFORE, in consideration of the mutual covenants and the payment and/or consideration described below, the parties agree as follows:

1. DEFINITIONS

For purposes of this Release, "Claims" means any and all actions, causes of action, suits, debts, demands, obligations, agreements, contracts, accounts, controversies, agreements, promises, damages, losses, costs, attorneys' fees and expenses, liabilities and claims of any nature whether known or unknown, suspected or unsuspected, fixed or contingent, existing on or before the Effective Date and arising out of or relating to the facts described in the Recitals.

2. RELEASE AND WAIVER

(a) Subject to the terms and conditions set forth in this Release and in exchange for the consideration set forth in Section 3, Releasor hereby forever releases, acquits and discharges Releasee and Releasee's past, present and future officers, directors, employees, agents, insurers, successors and assigns (collectively, the "Released Parties") from any and all Claims that Releasor has or may have had through the Effective Date, whether known or unknown, arising out of or related to the matters described in the Recitals.

(b) This Release is intended to be a general release and shall be interpreted to be as broad and inclusive as permitted by applicable law. Releasor expressly waives any and all rights under any statute or common law principle that would otherwise limit the scope of this release, including any rights to recover for unknown or unsuspected claims to the fullest extent permitted by law.

3. CONSIDERATION

The parties acknowledge that the consideration set forth above is adequate and sufficient to support this Release and that receipt of such consideration constitutes sufficient consideration to bind Releasor to the terms herein.

4. REPRESENTATIONS AND WARRANTIES

Each party represents and warrants that it has full power, authority and legal right to enter into this Release and to perform its obligations hereunder; that the person signing on behalf of any corporate or entity party is fully authorized to do so; and that this Release constitutes a legal, valid and binding obligation enforceable against such party in accordance with its terms.

5. NO ADMISSION OF LIABILITY

It is expressly understood and agreed that this Release does not constitute an admission of liability or fault by Releasee and that Releasee expressly denies any liability or wrongdoing.

6. EXCEPTIONS

Notwithstanding anything to the contrary in this Release, this Release shall not operate to release: (a) any Claims arising after the Effective Date; (b) obligations created by this Release; or (c) claims that cannot be released as a matter of law, including certain statutory rights that are non-waivable.

7. MUTUAL RELEASE (IF APPLICABLE)

To the extent applicable and expressly indicated below, the parties may agree to a mutual release. Select if applicable: Mutual Release Applicable

If the mutual release box is selected, then each party releases the other and the other party's affiliates, agents, employees, insurers, successors and assigns from any and all Claims arising prior to the Effective Date.

8. CONFIDENTIALITY

The parties agree that the existence, terms and amount of this Release shall be confidential and shall not be disclosed to any third party except as required by court order, applicable law, or to the extent disclosure is reasonably necessary to obtain legal or financial advice, or to enforce the terms of this Release.

9. INDEMNIFICATION

Each party shall indemnify, defend and hold harmless the other party from and against any and all liabilities, damages, losses and expenses (including reasonable attorneys' fees) resulting from any breach of the representations, warranties or covenants contained in this Release.

10. NOTICES

All notices required under this Release shall be in writing and shall be deemed given when delivered personally or three (3) days after being deposited in the United States mail, postage prepaid, addressed to the parties at the addresses set forth above or such other address as a party may designate in writing.

11. GOVERNING LAW

This Release shall be governed by and construed in accordance with the laws of the state of , without regard to its principles of conflicts of law.

12. ENTIRE AGREEMENT

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.

13. SEVERABILITY

If any provision of this Release is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect.

14. AMENDMENT; WAIVER; COUNTERPARTS

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

15. ACKNOWLEDGMENT

Releasor acknowledges that Releasor has read this Release, understands its terms and consequences, had the opportunity to seek independent legal advice, and is executing it voluntarily and without duress.

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