Trustee Release Agreement

TRUSTEE RELEASE AGREEMENT

This Trustee Release Agreement (the Agreement) is made and entered into as of by and between Trustee Name: whose address is (\"Trustee\"), and Releasor Name: whose address is (\"Releasor\").

RECITALS

WHEREAS, Trustee has served as trustee of the trust identified as Trust Name: , dated ("Trust"); and

WHEREAS, Trustee has undertaken actions and distributions in accordance with the Trust instruments and applicable law, including the disposition of assets described in Schedule A: ; and

WHEREAS, the parties desire to settle and finally resolve any and all claims between them arising out of Trustee's administration of the Trust through the Effective Date defined below.

NOW, THEREFORE

In consideration of the mutual covenants 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 Agreement, the following terms shall have the meanings set forth below. "Effective Date" means the date this Agreement is executed by the Trustee and the Releasor. "Claims" means any and all actions, causes of action, suits, proceedings, demands, rights, debts, dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, extents, executions and liabilities of every kind and nature, whether known or unknown, suspected or unsuspected, fixed or contingent, in law or in equity, at law or in admiralty, arising from the Trust administration through the Effective Date.

2. RELEASE BY RELEASOR

Subject to the terms and conditions of this Agreement and in consideration of the distributions, covenants and other consideration provided herein, Releasor hereby fully and forever releases, acquits and discharges Trustee and Trustee's agents, representatives, successors and assigns from any and all Claims which Releasor has or may have against Trustee arising out of or relating to Trustee's administration of the Trust through the Effective Date.

3. SCOPE OF RELEASE

The release set forth in Section 2 includes, without limitation, any Claims based on breach of fiduciary duty, negligence, mismanagement, breach of trust, accounting, failure to follow instructions, failure to distribute property, and any other act or omission arising from Trustee's administration of the Trust. Notwithstanding the foregoing, this Agreement does not release Claims arising from fraud, criminal conduct or willful misconduct by Trustee.

4. CONSIDERATION

In consideration for the release described herein, Trustee shall deliver to Releasor the following: (a) distributions and/or transfers as described in Schedule A; and (b) a payment in the gross sum of , receipt of which Releasor acknowledges.

5. REPRESENTATIONS AND WARRANTIES

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

6. INDEMNIFICATION

Releasor agrees to indemnify, defend and hold harmless Trustee from and against any and all loss, liability, claim, demand, damage and expense (including reasonable attorneys' fees) arising out of any claim by any third party asserted against Trustee based upon facts that were within the knowledge of Releasor prior to the Effective Date and that were not disclosed to Trustee prior to the execution of this Agreement.

7. ACCOUNTING; FINAL DISTRIBUTION

Trustee represents that Trustee has provided Releasor with an accounting of the Trust's administration through . Releasor acknowledges receipt of such accounting and agrees that, upon performance of the obligations set forth in Section 4, Trustee shall be deemed to have completed distributions and duties for the period referenced therein, subject only to the covenants and obligations expressly preserved by this Agreement.

8. NO ADMISSION

The parties expressly acknowledge and agree that this Agreement is a compromise of disputed claims and that the execution of this Agreement shall not be construed as an admission of liability by any party for any purpose.

9. NOTICES

Notices required by this Agreement shall be in writing and shall be deemed delivered when personally delivered, sent by certified mail, return receipt requested, or by nationally recognized overnight courier to the addresses set forth above or to such other address as a party may designate by written notice.

10. GOVERNING LAW

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

11. ENTIRE AGREEMENT; SEVERABILITY

This Agreement 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. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be modified to the extent necessary to make it valid and enforceable, and the remainder of this Agreement shall remain in full force and effect.

12. AMENDMENT; WAIVER; COUNTERPARTS

No amendment or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties. Failure to enforce any provision shall not constitute a waiver of such provision. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. Signatures delivered by electronic or facsimile transmission shall be effective as originals.

13. FURTHER ASSURANCES

Each party agrees to execute and deliver such further documents and to take such further action as may be reasonably necessary to carry out the purposes and intent of this Agreement.

SCHEDULE A — DESCRIPTION OF ASSETS / DISTRIBUTIONS

Individual trustee    Corporate trustee    Successor trustee

The parties acknowledge that they have read this Agreement, understand its terms, and execute it voluntarily and with full knowledge of its legal effect. Each person signing below represents and warrants that he or she is authorized to enter into this Agreement on behalf of the entity or person for whom they sign.

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