Legal Waiver of Account

LEGAL WAIVER OF ACCOUNT

This Legal Waiver of Account ("Waiver") is made and entered into as of Effective Date: by and between Releasor Name: (hereinafter "Releasor"), and Releasee Name: (hereinafter "Releasee"). Account Identifier: ; Account Type:

RECITALS

WHEREAS, Releasor is or was the holder of, or had an interest in, the Account identified above; and

WHEREAS, Releasee asserts rights or obligations related to the Account and the parties desire to resolve any and all claims, disputes, or demands arising from or related to the Account upon the terms set forth in this Waiver; and

WHEREAS, the parties intend that this Waiver constitute a full and final release and waiver of claims between the parties as set forth herein.

NOW, THEREFORE, in consideration of the mutual covenants and other good and valuable consideration set forth below, the parties agree as follows:

1. Definitions

For purposes of this Waiver, the following terms shall have the meanings set forth below. "Account" means the account referenced in the preamble, including all funds, credits, obligations, instruments, and records associated with that account. "Claims" means any and all actions, causes of action, suits, debts, demands, obligations, damages, losses, costs, fees and liabilities whether known or unknown, suspected or unsuspected, direct or indirect.

2. Waiver and Release

2.1 Release by Releasor. Subject to receipt of the Consideration described in Section 3, Releasor, on behalf of Releasor and Releasor's heirs, successors and assigns, hereby absolutely and unconditionally releases and forever discharges Releasee and Releasee's past and present officers, directors, employees, agents, affiliates and successors from any and all Claims, demands, causes of action, liabilities and obligations of every nature and description, whether arising under contract, tort, statute or otherwise, that are related to or arise out of the Account through the Effective Date.

2.2 Scope. The Release is intended to be broad and inclusive and covers all Claims whether known or unknown, suspected or unsuspected, provided, however, that this Release does not apply to obligations expressly preserved in a written instrument executed by both parties after the Effective Date.

3. Consideration

In exchange for the Release set forth in Section 2, Releasee shall provide the following consideration to Releasor:

If consideration includes payment, amount: . Payment shall be made in accordance with the schedule or method set forth above and is a material part of the parties' agreement.

4. Representations and Warranties

Each party represents and warrants to the other that: (a) it has full power and authority to enter into and perform this Waiver; (b) the execution, delivery and performance of this Waiver has been duly authorized; and (c) this Waiver constitutes a valid and binding obligation enforceable against it in accordance with its terms.

Releasor further represents that Releasor has not assigned, transferred or encumbered any Claim released hereby and that Releasor will not pursue any Claim released by this Waiver in any forum.

5. No Admission of Liability

The parties acknowledge and agree that this Waiver is entered into to resolve disputed matters and shall not be construed as an admission of liability, fault, or wrongdoing by any party for any purpose.

6. Indemnification

Releasor shall indemnify, defend and hold harmless Releasee from and against any and all losses, claims, liabilities, damages and expenses (including reasonable attorneys' fees) arising out of any breach of Releasor's representations, warranties or covenants in this Waiver or any misrepresentation regarding the Account or Claims released herein.

7. Enforcement; Remedies

The parties agree that monetary damages may be an inadequate remedy for breach of this Waiver and that, in addition to any other rights or remedies available at law or equity, the non-breaching party shall be entitled to seek injunctive relief to enforce the terms of this Waiver. The prevailing party in any action to enforce this Waiver shall be entitled to recover reasonable attorneys' fees and costs.

8. Notices

All notices shall be in writing and shall be deemed given when delivered personally, sent by nationally recognized overnight courier, or three (3) days after deposit in the U.S. mail, postage prepaid, to the addresses provided above or such other address as either party may designate by notice.

9. Governing Law

This Waiver shall be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles.

10. Entire Agreement

This Waiver constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous negotiations, agreements, representations and understandings, whether written or oral, relating thereto.

11. Severability

If any provision of this Waiver 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 thereby.

12. Amendments; Waiver

No amendment, modification or waiver of any provision of this Waiver shall be effective unless in writing and signed by both parties. No waiver of any breach shall constitute a waiver of any other breach or default.

13. Counterparts; Electronic Execution

This Waiver 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. Signatures transmitted by electronic means shall be deemed original for all purposes.

14. Additional Terms

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