This is an agreement between two parties that are currently involved in a contract dispute for the settlement of claims. This agreement sets forth the terms between two parties for the payment of monetary compensation to one party in exchange for the forbearance of all breach of contract claims against the other party. This agreement should be used by small businesses or individuals that are currently involved in a contract dispute but want to settle their claims outside the courtroom.
This is an agreement between two parties that are currently involved in a contract dispute for the settlement of claims. This agreement sets forth the terms between two parties for the payment of monetary compensation to one party in exchange for the forbearance of all breach of contract claims against the other party. This agreement should be used by small businesses or individuals that are currently involved in a contract dispute but want to settle their claims outside the courtroom. Settlement Agreement Release of All Claims Breach of Contract This Release and Settlement Agreement (“Settlement Agreement”) is dated this __ day of ____, 20__ [Instruction: Insert date.] by and between ____ [Instruction: Insert first party’s full legal name.], a duly formed ____ [Instruction: Insert entity formation type and state.] (“____”), [Instruction: Insert first party nickname to be used throughout document. Herein, the name “Party 1” will be used for ease of reference, but same should be replaced throughout with the chosen nickname.] and _____ [Instruction and Comment: Insert second party’s full legal name. If second party is also a corporate entity, follow language above and include such disclosure information. Herein, the name “Party 2” will be used for ease of reference, but same should be replaced throughout with the chosen nickname. If any additional parties are included herein, follow with further similar disclosure regarding any such additional parties]. WHEREAS, Party 1 and Party 2 entered into an _____ [Instruction: Insert brief description of contract entered into between the parties.], agreement dated _____ [Instruction: Insert agreement date.], (the “Agreement”); WHEREAS, _____ [Instruction: Insert any details of Agreement which led to disagreement.]; WHEREAS, a dispute arose between Party 1 and Party 2 with respect to ____ [Instruction: Insert brief description of disagreement between parties, include reference to specific sections of the Agreement, if available.]; and WHEREAS, the parties hereto desire to resolve all disputes arising between themselves including, but not limited to, all disputes relating to the Agreement; NOW, THEREFORE, in consideration of the promises and conditions set forth herein, the sufficiency of which is hereby acknowledged, the parties hereto agree as follows: 1. In exchange for (i) a payment to ____ [Instruction: Insert party to be paid.], by _____ [Instruction: Insert party to make payment.], in the amount of _____ United States Dollars ($_____),[Instruction: Insert written amount of monetary compensation, followed by numerical representation of same in parentheses.], which payment shall be made ____ [Instruction: Insert when payment must be made.], days after receipt by _____ [Instruction: Insert name of party receiving money.], of this fully executed Settlement Agreement, provided that ____ [Instruction and Comment: Insert name of party permitted to revoke acceptance of Agreement. If neither party shall be permitted to revoke, delete reference to this, upon review of applicable state statute, if any.], does not revoke his acceptance of this Settlement Agreement within the seven day revocation period, and (ii) ____ [Instruction: Insert name of party forbearing from bringing claims.], forbearance of asserting claims against ____ [Instruction: Insert name of party receiving monetary compensation.], hereby fully, forever, irrevocably and unconditionally releases, remises and discharges ____ [Instruction: Insert name of party being released.], and its subsidiaries and affiliates and each of their current or former officers, directors, stockholders, attorneys, agents, or employees (collectively, the “Released Parties”) from any © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 2 and all claims, charges, complaints, demands, actions, causes of action, suits, rights, debts, sums of money, costs, accounts, reckonings, covenants, contracts, agreements, promises, doings, omissions, damages, executions, obligations, liabilities and expenses (including attorneys' fees and costs), of every kind and nature, known or unknown, which he ever had or now has against the Released Parties whether presently known or unknown, suspected or unsuspected, that any of them may possess arising from any omissions, acts or facts that have occurred up until and including the date of this Settlement Agreement including, but not limited to the Agreement, all claims and damages relating to race, sex, national origin, handicap, religious, sexual orientation, benefits and age discrimination, all common law claims including, but not limited to, actions in tort, defamation, breach of contract and any claims under any other federal, state or local statutes or ordinances not expressly referenced above. This release does not extend to any obligations incurred pursuant to this Settlement Agreement. [Comment: Parties should review any applicable state and federal statutes and include reference to same here, as necessary. Same may include but are not limited to statutes regarding the Americans with Disabilities Act, unemployment compensation acts, age discrimination statutes, among others.]. [Comment: If any additional consideration has been or is being provided, include reference to same here.] 2. The parties hereto understand and agree that the terms and contents of this Settlement Agreement, and the contents of the negotiations and discussions resulting in this Settlement Agreement, shall be maintained as confidential, and none of the above shall be disclosed except to the extent required by federal or state law. Notwithstanding the foregoing, each of the parties to this Settlement Agreement shall be permitted to discuss the terms of this Settlement Agreement and the contents of any negotiations and/or discussions resulting in this Settlement Agreement with their respective attorneys, accountants and senior advisors, subject to such persons also being subject to such confidentiality requirements. 3. The Parties agree that any and all disputes arising out of the terms of this Settlement Agreement, their interpretation, and any of the matters herein released, shall be subject to binding arbitration in ____ [Instruction: Insert state and county where arbitration is to take place.] before the ____, [Instruction: Insert particular group to perform arbitration, if any, or delete reference to same.]or by a judge to be mutually agreed upon. The Parties agree that the prevailing party in any arbitration shall be entitled to injunctive relief in any court of competent jurisdiction to enforce the arbitration award. The Parties agree that the prevailing party in any arbitration shall be awarded its reasonable attorney's fees and costs. 4. Each party agrees to refrain from any disparagement, defamation, slander of the other, or tortious interference with the contracts and relationships of the other. The parties each acknowledge and agree that it would be impossible and inadequate to measure actual damages if either party breaches its obligations under this paragraph, and therefore the parties agree that $250,000 [Instruction: This amount may be revised to reflect agreement between the parties as to liquidated damages amount, if any. If none, reference to same may be deleted.] shall be payable, as liquidated damages and not as a penalty, by the breaching party to the non-breaching party. The parties agree that the damages specified are a good faith estimate of the actual amount of damages which would be sustained and that such damages are reasonable under the circumstances. © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 3 5. This Settlement Agreement shall be binding upon the parties and may not be modified in any manner, except by an instrument in writing of concurrent or subsequent date signed by a duly authorized representative of the parties hereto. This Settlement Agreement is binding upon and shall inure to the benefit of the parties and their respective agents, assigns, heirs, executors, successors and administrators. 6. This Settlement Agreement contains and constitutes the entire understanding and agreement between the parties hereto with respect to the settlement of claims the parties have against each other. This Settlement Agreement cancels all previous oral and written negotiations, agreements, commitments, and writings in connection therewith. This Settlement Agreement shall be governed by the laws of the State of _____ [Instruction: Insert state.] to the extent not preempted by federal law. 7. The parties represent and agree that the persons executing this Settlement Agreement on behalf of each party has the full and complete permission and authority of the entity for which he is executing this agreement, and have the full right and authority to commit and fully bind themselves, their representatives, agents, principals, predecessors, successors, and privies according to the provisions hereof. This Settlement Agreement is a legally valid, binding and enforceable obligation of the parties in accordance with its terms. 8. This Settlement Agreement may be executed in one or more counterparts, including by facsimile, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. 9. [Optional language: Parties should review the applicable statute and determine whether or not a consideration period is required. If not, and the parties determine such a consideration period is not necessary, this language may be deleted.] Party 1 acknowledges that he has been given at least twenty-one (21) days to consider this Settlement Agreement and that he was advised to consult with an attorney prior to signing this Settlement Agreement and has in fact consulted with counsel of his own choosing prior to executing this Settlement Agreement. Party 1 may revoke this Settlement Agreement for a period of seven (7) days after signing this letter, and the agreement shall not be effective or enforceable until the expiration of this seven (7) day revocation period. 10. The Parties shall each bear their own costs, expert fees, attorneys' fees and other fees incurred in connection with this Settlement Agreement. 11. Each party represents that it has had the opportunity to consult with an attorney, and has carefully read and understands the scope and effect of the provisions of this Settlement Agreement. Neither party has relied upon any representations or statements made by the other party hereto which are not specifically set forth in this Settlement Agreement. 12. This Settlement Agreement is executed voluntarily and without any duress or undue influence on the part or behalf of the Parties hereto, with the full intent of releasing all claims. The Parties acknowledge that: (a) They have read this Settlement Agreement; (b) They have been represented in the preparation, negotiation, and execution of this Settlement © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 4 Agreement by legal counsel of their own choice or that they have voluntarily declined to seek such counsel; (c) They understand the terms and consequences of this Settlement Agreement and of the releases it contains; (d) They are fully aware of the legal and binding effect of this Settlement Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Settlement Agreement as of the date set forth above. ________________ _______________________ Insert Party 1 Signature block Insert Party 2 Signature block © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 5
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