SETTLEMENT AGREEMENT AND MUTUAL RELEASES
The purpose of this agreement is to create an enforceable settlement of the action styled ______________________, Cause No. __-____ (the “Action”), between plaintiffs _________________, ________________, ______________, (collectively, “Plaintiffs”) and defendants _____________,______________,___________________, (collectively, “Defendants”). Plaintiffs and Defendants are hereinafter referred to collectively as the “Parties.”
The terms of this Settlement Agreement and Mutual Releases (the “Settlement Agreement”) are as follows:
1. _______________ agrees to pay, or cause to be paid, to Plaintiffs the total sum of ________________________________ ($__________________________) (the “Settlement Amount”). The Settlement Amount shall be paid or caused to be paid to the trust account of ______________________., either by wire transfer. ________________ will use its best efforts to have the Settlement Amount paid no later than _____________, 200_. ______________________ agrees not to distribute the Settlement Amount until the Action is nonsuited or dismissed with prejudice.
2. The Settlement Amount may be divided among Plaintiffs as they mutually agree.
3. Plaintiffs agree to dismiss or nonsuit the Action with prejudice after the Settlement Amount has been paid into the trust account for _______________________.
4. Plaintiffs and Defendants shall bear their own expenses, including costs and attorneys fees, incurred in connection with the Action.
5. The “Effective Date of this Settlement Agreement” shall be the latest date that any signatory to this Settlement Agreement signs the Settlement Agreement.
6. Plaintiffs, on behalf of themselves and their partners, affiliates, predecessors, successors, agents and assigns agree to release Defendants (including each of their present and former partners, officers, directors, subsidiaries, parents, affiliates, employees, agents, predecessors, successors, attorneys, and assigns) from all claims that they ever had, now have or hereafter can, shall or may have for, upon or by reason of any matter, cause or thing whatsoever from the beginning of time to the Effective Date of this Settlement Agreement, whether known or unknown, arising out of the events, facts or matters made the basis of the Action.
7. Defendants, on behalf of themselves and their partners, affiliates, predecessors, successors, agents and assigns agree to release Plaintiffs (including each of their present and former partners, officers, directors, subsidiaries, parents, affiliates, employees, agents, predecessors, successors, attorneys, and assigns) from all claims that they ever had, now have or hereafter can, shall or may have for, upon or by reason of any matter, cause or thing whatsoever from the beginning of time to the Effective Date of this Settlement Agreement, whether known or unknown, arising out of the events, facts or matters made the basis of the Action.
8. Plaintiffs agree to indemnify and hold harmless Defendants from any claim asserted against any of the Defendants after the Effective Date of this Settlement Agreement by or on behalf of any Plaintiff (including any such Plaintiff’s partners, affiliates, predecessors, successors, agents and assigns) arising out of the events, facts or matters made the basis of the Action. Plaintiffs’ indemnification and hold harmless obligations set forth in this paragraph are limited to the Settlement Amount. Plaintiffs’ indemnification and hold harmless obligations set forth in this paragraph shall survive in the event that the Settlement Agreement is found void or unenforceable by a court of competent jurisdiction.
9. ________________, ________________, and ________________ warrant and represent that they have full authority to enter into this Settlement Agreement on behalf of Plaintiffs.
10. Plaintiffs warrant and represent that they have not assigned, pledged, or otherwise transferred any claim related in any way to the subject matter of the Action.
11. ________________, ______________, and ______________ warrant and represent that they have full authority to enter into this Settlement Agreement on behalf of Defendants.
12. Defendants warrant and represent that they have not assigned, pledged, or otherwise transferred any claim related in any way to the subject matter of the Action.
13. The Parties agree to destroy or return all documents obtained in discovery during the course of the litigation from any of the Parties to this Action, and further agree to destroy all documents obtained in discovery during the course of this litigation from third parties. Further, the Parties agree to confirm in writing the destruction of any of the documents referenced in this paragraph within thirty days of the Effective Date of this Settlement Agreement.
14. This Settlement Agreement constitutes the full and entire understanding and agreement between Plaintiffs and Defendants with regard to its subject matter, and supersedes all prior written or oral agreements, understandings, representations, and warranties made with respect thereto.
15. This Settlement Agreement may not be amended or otherwise modified except in a writing signed by the Parties.
16. This Settlement Agreement shall not be interpreted or construed against any Party because such Party drafted all or some portion of the Settlement Agreement.
17. The Parties have received independent legal advice in the negotiations leading up to the execution of this Settlement Agreement and in reviewing its terms.
18. This Settlement Agreement and the rights and obligations of the Parties shall be governed by the laws of the State of Texas, without regard to any otherwise applicable principles of conflict of laws.
19. The Parties agree that they will keep the terms and conditions of this Settlement Agreement confidential, except to the extent that disclosure is required by law or business necessity.
20. The Parties have entered into this Settlement Agreement so as to avoid the uncertainties and continuing expense of litigation. By this Settlement Agreement, no Party admits any allegation of negligence, wrongdoing or liability.
21. This Settlement Agreement may be executed simultaneously in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
22. This Settlement Agreement may also be executed electronically by facsimile, which shall be treated as if it were an original execution.
AGREED AND EXECUTED:
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