RELEASE AGREEMENT
THIS RELEASE AGREEMENT (this “Agreement”) is made as of this [insert date] (the “Effective Date”), by
and among [insert your name], whose address is at [insert your address] and, [insert name of the
Client] whose address is at [insert Client’s address] (each individually a “Party” and collectively the
“Parties”).
RECITALS:
A. Pursuant to that [insert title of the agreement you had made] Agreement dated as of the [insert date]
C. The Parties desire to terminate the [insert name of the agreement you had] Agreement and any and
all other agreements, statements, instruments thereto.
D. Each of [insert your name] and [insert name of client] desire to release each other from any potential
claims, known and unknown in connection with the said agreement dated [insert date of the
agreement]
NOW, THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged,
the Parties agree as follows:
1. TERMINATION OF THE DOCUMENTS. The Agreement is hereby declared to be null and void and of no
further force and effect.
2. RELEASE OF CLAIMS BY EACH PARTY. In consideration of the promises recited in this Agreement,
each of the parties, on behalf of its successors, assigns, officers, directors, managers, shareholders,
members, attorneys, agents, employees and representatives, hereby do, knowingly and voluntarily,
release, acquit and forever discharge the other party and its successors, assigns, officers, directors,
shareholders, attorneys, agents, employees and representatives, from any and all claims, suits,
demands, causes of action, debts, damages, costs, losses, obligations, judgments, charges, expenses,
dues, sums of money, accounts and controversies of whatever kind or nature, direct or indirect, arising
in tort or contract, whether known or unknown, contingent or noncontingent, at law or in equity, which
have arisen or may arise by reason of, or in any matter, grown out of the subject matter of the
Agreement. This release will apply to any actions taken or omissions made by either party that, at the
time of the execution of this Agreement, the other party was unaware.
3. AGREEMENT NOT TO FILE FUTURE SUITS OR CHARGES. By executing this Agreement, each Party
agrees never to file any lawsuits in any court (state or federal) or to file any charges with local, state or
federal administrative agencies concerning the claims released in Section 2 of this Agreement. Each
Party, by signing this Agreement, also affirms that it has not filed, consented to be filed, or presently is a
party to any claim, complaint or action against any other Party.
4. OTHER OBLIGATIONS. The parties agree that, as of the Effective Date, neither party has an obligation
to such other Party, in any capacity, other than its respective obligations set forth in this agreement.
5. NON-DISCLOSURE AGREEMENT. The parties acknowledge the interest of the other party in
maintaining the confidentiality of information related to the agreements shared amongst them and each
party shall not at any time directly or indirectly, reveal or cause to be revealed to any person or entity
the details of the engagement or other confidential business information obtained as a result of the
engagement of the parties, except when authorized in writing to do so by the party.
6. REPRESENTATIONS AND WARRANTIES. The Parties represent and warrant to each other that each of
the following facts is currently true and will be true as of the Effective Date:
(a) Each Party has full power to enter into, execute, deliver and perform all of its obligations under this
Agreement, including, without limitation, the release of claims set forth in Section 2 of this Agreement.
(b) This Agreement has been duly executed and delivered. It constitutes a legal, valid, and binding
agreement and is enforceable according to its terms.
(c) No other person or entity is a necessary party to this Agreement to accomplish completely the
purposes of this Agreement.
(d) Each Party has had the opportunity to review this Agreement, has fully considered the effect of this
Agreement and has voluntarily executed and delivered this Agreement after such review and
consideration.
7. CONSTRUCTION OF AGREEMENT. The following provisions and principles shall apply to the
interpretation, construction, and enforcement of this Agreement:
(a) The headings of each section of this Agreement are inserted for the convenience of the parties and
shall not affect or be considered in the interpretation of this Agreement.
(b) Each Party has borne equal responsibility for the drafting of each provision of this Agreement,
including the provisions of this section, and no term or provision shall be interpreted against or in favor
of any Party by virtue of the Party’s role in drafting this Agreement.
(c) When the context in which words are used in this Agreement indicates that such is the intent, words
in the singular number shall include the plural, and vice versa, and words in the masculine gender shall
include the feminine and neuter genders and vice versa.
(d) Wherever possible each provision of this Agreement shall be interpreted in such manner as to be
effective and valid under applicable law, but if any provision of this Agreement shall be prohibited by or
invalid under such law, such provision shall be ineffective only to the extent of such prohibition or
invalidity, without invalidating the remainder of such provision or the remaining provisions of this
Agreement.
(e) The Recitals are part of this Agreement and are incorporated by reference.
8. BINDING EFFECT. This Agreement shall bind and inure to the benefit of the Parties and their
respective successors and assigns.
9. ENTIRE AGREEMENT. This Agreement and the Restructure Documents contain the understanding of
the Parties related to the subject matter hereof, and supersede all prior or contemporaneous
agreements, undertakings, contracts, offers and acceptances of the Parties not set forth herein. This
Agreement may not be modified, amended, superseded, canceled or revoked, in whole or in part,
except in a writing signed by each Party.
10. COUNTERPARTS; FACSIMILE SIGNATURES. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original, but all of which together shall constitute one
and the same instrument. The Parties authorize each other to detach and combine original signature
pages and consolidate them into a single identical original. Any one of such completely executed
counterparts shall be sufficient proof of this Agreement. Confirmation of execution and delivery by
telecopy of a facsimile signature page shall constitute a legal, valid, and binding execution of this
Agreement by any Party so confirming.
11. ATTORNEY’S FEES. In the event that a Party is deemed to have breached the terms of this
Agreement by a court of competent jurisdiction, the breaching Party shall be responsible for the non-
breaching Party’s costs and reasonable attorney’s fees.
IN WITNESS WHEREOF, the undersigned have caused this Release Agreement to be duly executed as of
the date first above written.
[insert your name]
By: /s/ ____________________________
[insert client’s name]
By: /s/ ____________________________
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