Mortgage Release Agreement

MORTGAGE RELEASE AGREEMENT

This Mortgage Release Agreement (Agreement) is made as of by and between Mortgagor: whose address is , and Mortgagee: whose address is .

Recitals

WHEREAS, Mortgagor executed and delivered to Mortgagee a certain mortgage instrument dated (the Mortgage) which was recorded on in the office of the County Recorder of as Instrument No. .

WHEREAS, the Mortgage encumbers the real property more particularly described below; and

WHEREAS, Mortgagee has determined that the obligations previously secured by the Mortgage have been paid, satisfied, or otherwise extinguished and Mortgagee intends to release and discharge the Mortgage as to the Property.

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. Release and Discharge

1.1 Release. Subject to the terms of this Agreement and in reliance upon the representations set forth herein, Mortgagee hereby expressly releases, relinquishes and forever discharges the lien and encumbrance created by the Mortgage with respect to the real property commonly known as (Property).

1.2 Legal Description. The legal description of the Property is:

2. Certification of Satisfaction

2.1 Certification. Mortgagee certifies and warrants that, as of the date of this Agreement, all sums owing under the loan, note or obligation secured by the Mortgage have been fully satisfied, paid, released or otherwise discharged and that Mortgagee has no present claim against the Property under the Mortgage.

2.2 Obligation of Mortgagee. Mortgagee shall, at Mortgagee's expense, execute and deliver to Mortgagor any and all documents reasonably necessary to evidence the release of the Mortgage in the public records, including a deed of reconveyance, release or termination instrument in form reasonably acceptable to Mortgagor.

3. Representations and Warranties

3.1 By Mortgagee. Mortgagee represents and warrants that: (a) it is the lawful holder of the Mortgage or is authorized to release the Mortgage; (b) it has full power and authority to enter into this Agreement; and (c) to Mortgagee's knowledge, except as disclosed in writing to Mortgagor, there are no outstanding defaults under the Mortgage that would impair Mortgagee's ability to release the lien.

3.2 By Mortgagor. Mortgagor represents and warrants that Mortgagor has full authority to accept the release and that no other person or entity claims an interest in the Mortgage as to the Property that would prevent the release from being effective.

4. Indemnity

Mortgagee agrees to indemnify and hold harmless Mortgagor from and against any liabilities, losses, damages or claims, including reasonable attorneys' fees, arising from Mortgagee's breach of the representations and warranties set forth in this Agreement or from any claim that Mortgagee lacked authority to release the Mortgage. Mortgagor agrees to indemnify Mortgagee from claims arising from Mortgagor's misrepresentations of fact relating to the Mortgage's satisfaction.

5. Further Assurances; Costs

Each party shall execute and deliver such further documents and take such further actions as may be reasonably necessary to effectuate the intent of this Agreement. Mortgagee shall bear all fees and costs reasonably incurred in recording or filing any release or reconveyance instruments required to evidence the release of the Mortgage.

6. Notices

All notices and communications required or permitted under this Agreement shall be in writing and delivered to the addresses set forth below or to such other address as a party may designate by notice:

7. Governing Law; Miscellaneous

7.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to principles of conflicts of laws.

7.2 Entire Agreement. This Agreement constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior negotiations, understandings and agreements relating thereto.

7.3 Severability. If any provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement shall remain in full force and effect and the invalid or unenforceable provision shall be replaced by a valid provision that most closely reflects the parties' original intent.

7.4 Amendments; Waiver. No amendment, modification or waiver of any provision of this Agreement shall be effective unless in writing and executed by both parties. The failure of a party to insist upon strict performance of any covenant or obligation shall not be construed as a waiver of that covenant or obligation.

7.5 Counterparts. This Agreement 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.

8. Miscellaneous Provisions

IN WITNESS WHEREOF, the parties have executed this Mortgage Release Agreement as of the date first written above.

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