PERSONAL INJURY SETTLEMENT AGREEMENT

(Commonwealth of Massachusetts)

[// GUIDANCE: Insert matter/case caption or internal file number here, if desired.]

THIS PERSONAL INJURY SETTLEMENT AGREEMENT AND MUTUAL RELEASE (the “Agreement”) is made and entered into as of [EFFECTIVE DATE] (the “Effective Date”) by and between:

1. [PLAINTIFF FULL LEGAL NAME],
   [individual OR guardian ad litem for [MINOR NAME]], residing at [ADDRESS] (“Claimant” or “Releasor”); and

2. [DEFENDANT FULL LEGAL NAME],
   a [STATE] [corporation/LLC/individual] with its principal place of business at [ADDRESS] (“Respondent” or “Releasee”).

Claimant and Respondent are each a “Party” and, collectively, the “Parties.”

RECITALS

A. On or about [DATE OF INCIDENT], an incident occurred at [LOCATION] (the “Incident”) in which Claimant alleges to have sustained personal injuries and other damages (the “Claims”).
B. Respondent has denied and continues to deny all liability with respect to the Claims.
C. The Parties wish to fully and finally settle any and all disputes arising out of, relating to, or in any way connected with the Incident upon the terms set forth below, without any admission of fault or liability.

NOW, THEREFORE, in consideration of the mutual covenants herein and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the Parties agree as follows:

TABLE OF CONTENTS

I. Definitions
II. Settlement Payment and Delivery
III. Conditions Precedent
IV. Mutual Releases
V. Representations and Warranties
VI. Covenants
VII. Medicare/Medicaid & Third-Party Liens
VIII. Minor Settlement Approval (if applicable)
IX. Confidentiality
X. Default and Remedies
XI. Risk Allocation
XII. Dispute Resolution
XIII. General Provisions
XIV. Execution

[// GUIDANCE: Update cross-references if sections are added or removed.]

I. DEFINITIONS

For purposes of this Agreement, the following terms have the meanings set forth below. Unless expressly stated otherwise, terms defined in the singular include the plural and vice-versa.

“Agreement” has the meaning set forth in the preamble.
“Approved Court” means a court of competent jurisdiction in the Commonwealth of Massachusetts that approves this Agreement pursuant to Section VIII (if required).
“Claim(s)” means any and all past, present, or future claims, demands, causes of action, counterclaims, rights, damages, costs, losses, expenses, attorneys’ fees, liens, and liabilities of whatever kind or nature, whether known or unknown, foreseen or unforeseen, accrued or unaccrued, asserted or unasserted, that a Party ever had, now has, or may hereafter have arising out of or relating to the Incident.
“Completion Date” means the date on which all Conditions Precedent in Section III are satisfied or waived in writing.
“Effective Date” has the meaning set forth in the preamble.
“Incident” has the meaning set forth in Recital A.
“Settlement Amount” means US $[NUMERICAL AMOUNT IN FIGURES] ([AMOUNT IN WORDS] DOLLARS), constituting the maximum aggregate monetary consideration payable under this Agreement.
“Settlement Proceeds” means the Settlement Amount after deduction of any court-approved attorneys’ fees, case expenses, and lien obligations.
“Structured Settlement” means any arrangement to pay all or part of the Settlement Amount through periodic payments funded by an annuity, reinsurance agreement, or other qualified funding asset in compliance with Mass. Gen. Laws ch. 231C (Structured Settlement Protection Act) and Section 104(a)(2) of the Internal Revenue Code.
“Third-Party Lien” means any lien, claim, or right of reimbursement, including but not limited to those of Medicare, Medicaid (MassHealth), private insurers, ERISA plans, workers’ compensation carriers, child-support agencies, or medical providers, relating to payments made or to be made on account of the Claims.

II. SETTLEMENT PAYMENT AND DELIVERY

2.1 Payment Obligation. Subject to satisfaction of the Conditions Precedent, Respondent shall pay or cause to be paid the Settlement Amount to Claimant (or to Claimant’s counsel, in trust) on or before the later of (a) ten (10) business days after the Completion Date or (b) five (5) business days after receipt of duly executed closing documents described in Section III.

2.2 Form of Payment.
(a) Lump Sum. Unless the Parties elect a Structured Settlement pursuant to subsection (b) below, the Settlement Amount shall be paid in a single lump-sum by wire transfer or cashier’s check as directed in writing by Claimant’s counsel.
(b) Structured Settlement (Optional). If the Parties initial this subsection ☐, they shall cooperate in good faith to structure all or a portion of the Settlement Amount on terms compliant with Mass. Gen. Laws ch. 231C and 26 U.S.C. §§ 104(a)(2), 130. Any periodic-payment annuity shall name Claimant as the payee and be funded by a qualified assignment executed contemporaneously herewith.

2.3 Consideration Only. The Settlement Amount (whether lump-sum or structured) constitutes the sole consideration for the releases herein and includes all damages of every kind, including but not limited to past and future medical expenses, lost wages, pain and suffering, loss of consortium, punitive damages, interest, costs, and attorneys’ fees.

2.4 Tax Treatment. The Parties intend that the Settlement Amount paid on account of personal physical injuries will be excludable from gross income under 26 U.S.C. § 104(a)(2). Each Party shall be solely responsible for its own federal, state, and local tax liabilities arising from this Agreement. No Party makes any representation or warranty concerning the tax consequences of this settlement.

[// GUIDANCE: If any portion of the settlement is for property damage or other non-physical injury, modify tax language accordingly.]

III. CONDITIONS PRECEDENT

The following are express conditions precedent to Respondent’s payment obligations:

3.1 Execution. Claimant (and, if applicable, Claimant’s parent/guardian and counsel) and Respondent shall have executed and delivered this Agreement and any IRS Form W-9 or W-8 required for payment.

3.2 Court Approval for Minors or Incompetents. If Claimant is a minor or otherwise lacks legal capacity, the settlement must be approved by an Approved Court pursuant to Section VIII.

3.3 Satisfaction of Lien Obligations. Claimant shall deliver to Respondent (a) a sworn affidavit listing all known Third-Party Liens and (b) written confirmation that reasonable steps have been taken to satisfy or secure each such lien.

3.4 Medicare / Medicaid Compliance. If Medicare conditional payments exist, Claimant shall provide Respondent with a Final Demand Letter or other proof of resolution from the Centers for Medicare & Medicaid Services (“CMS”).

3.5 Additional Documents. The Parties shall exchange any further documents reasonably necessary to implement this Agreement, including structured-settlement assignment agreements, annuity applications, and stipulations of dismissal with prejudice.

Failure of any condition precedent may be waived only by a written instrument executed by the Party for whose benefit the condition exists.

IV. MUTUAL RELEASES

4.1 Release by Claimant. Upon receipt of the Settlement Amount and satisfaction of the Conditions Precedent, Claimant, on behalf of himself/herself and his/her heirs, executors, administrators, successors, and assigns, irrevocably and unconditionally releases and forever discharges Releasee and its past, present, and future parents, subsidiaries, affiliates, insurers, reinsurers, officers, directors, shareholders, employees, agents, successors, and assigns (collectively, the “Releasee Parties”) from any and all Claims.

4.2 Release by Respondent. Upon Completion Date, Respondent, on behalf of itself and the Releasee Parties, releases and forever discharges Claimant and his/her heirs, executors, administrators, successors, and assigns (collectively, the “Releasor Parties”) from any and all claims or causes of action arising out of or relating to the Incident, excluding enforcement of this Agreement.

4.3 Unknown Claims; Statutory Waiver. Each Party expressly waives the protections of any law that would otherwise limit the scope of this Release to claims known or suspected at the time of execution. Each Party understands the significance of this waiver and assumes the risk of unknown damages.

4.4 No Admission. This Agreement is a compromise of disputed claims, is not an admission of liability, and shall not be offered or admissible except to enforce its terms or as otherwise required by law.

V. REPRESENTATIONS AND WARRANTIES

5.1 Authority. Each Party represents that it has full power and authority to execute and deliver this Agreement and to perform its obligations hereunder. If executed by counsel or a parent/guardian, such signatory represents that he/she is authorized to bind the Party.

5.2 No Assignment. Claimant represents that no portion of the Claims has been sold, assigned, pledged, or otherwise transferred to any third party.

5.3 Voluntary Execution. Each Party acknowledges that (a) it has read and fully understands this Agreement, (b) it has had the opportunity to consult with independent counsel, and (c) it is entering into this Agreement voluntarily and without duress.

5.4 Medicare/Medicaid Status. Claimant represents that he/she (check one): ☐ is ☐ is not a current Medicare beneficiary and that the information provided to CMS, if any, is accurate and complete.

5.5 Survival. The representations and warranties herein shall survive execution and delivery of this Agreement.

VI. COVENANTS

6.1 Cooperation. The Parties shall reasonably cooperate in executing any documentation and taking any action necessary to effectuate the purposes of this Agreement.

6.2 Non-Disparagement. Each Party agrees not to make public statements that are false and materially disparaging about the other concerning the Incident or the Claims.

6.3 Tax and Lien Compliance. Claimant shall timely satisfy or resolve all Third-Party Liens and shall indemnify Releasee Parties against any loss resulting from Claimant’s failure to do so.

6.4 Dismissal of Litigation. Within three (3) business days after receipt of the Settlement Amount, Claimant shall file a stipulation of dismissal with prejudice of any lawsuit relating to the Claims.

VII. MEDICARE/MEDICAID & THIRD-PARTY LIENS

7.1 Responsibility. Claimant assumes sole responsibility for identifying, satisfying, and resolving all existing or potential Third-Party Liens.

7.2 Hold Harmless. Claimant shall defend, indemnify, and hold harmless the Releasee Parties from any and all claims, penalties, interest, or damages arising from unpaid or unresolved Third-Party Liens.

7.3 Medicare Set-Aside. If required by law or CMS guidelines, Claimant shall establish an appropriate Medicare Set-Aside and provide Respondent with documentation thereof.

VIII. MINOR SETTLEMENT APPROVAL (IF APPLICABLE)

8.1 Court Petition. Where Claimant is a minor or legally incapacitated, Claimant’s parent/guardian shall promptly petition an Approved Court for approval of this Agreement and appointment of a guardian ad litem if required.

8.2 Escrow/Annuity. Any monetary amounts allocated to the minor shall be (a) deposited in a federally insured, interest-bearing account restricted until majority, or (b) funded through a Structured Settlement approved by the court.

8.3 Condition Precedent. Court approval is a non-waivable condition precedent. If approval is denied, this Agreement shall be null and void, and neither Party shall have further obligation hereunder.

IX. CONFIDENTIALITY

9.1 Non-Disclosure. Except as required by law, the Parties shall keep the terms of this Agreement and the Settlement Amount strictly confidential.

9.2 Permitted Disclosures. Disclosure is permitted to (a) the Parties’ immediate family members, attorneys, tax advisors, and insurers, provided they agree to be bound by confidentiality, (b) the Approved Court, and (c) taxing authorities as necessary.

9.3 Injunctive Relief. A Party’s breach of this Section IX will cause irreparable harm entitling the non-breaching Party to injunctive relief, in addition to monetary damages.

X. DEFAULT AND REMEDIES

10.1 Events of Default. A Party materially breaches this Agreement if it (a) fails to perform any obligation when due and such failure continues for seven (7) days after written notice, or (b) makes any material misrepresentation herein.

10.2 Cure Period. The defaulting Party shall have seven (7) days after receipt of notice to cure the default.

10.3 Remedies. Upon uncured default, the non-defaulting Party may (a) enforce specific performance, (b) recover damages (subject to Section XI), and/or (c) seek any other relief available at law or equity.

10.4 Attorneys’ Fees. The prevailing Party in any action to enforce this Agreement shall be entitled to recover reasonable attorneys’ fees and costs.

XI. RISK ALLOCATION

11.1 Indemnification for Lien Claims. As set forth in Sections VI.3 and VII, Claimant shall indemnify the Releasee Parties against lien-related claims.

11.2 Limitation of Liability. The total liability of Respondent and the Releasee Parties arising out of or related to the Incident shall in no event exceed the Settlement Amount.

11.3 Force Majeure. No Party shall be liable for any delay or failure in performance caused by events beyond its reasonable control, including natural disasters, acts of war, terrorism, governmental action, or labor disputes, provided that such Party gives prompt written notice and uses commercially reasonable efforts to resume performance.

XII. DISPUTE RESOLUTION

12.1 Governing Law. This Agreement and any dispute arising hereunder shall be governed by, and construed in accordance with, the laws of the Commonwealth of Massachusetts (without regard to its conflicts-of-law rules).

12.2 Forum Selection. The Parties consent to the exclusive jurisdiction of the state courts of the Commonwealth of Massachusetts sitting in [COUNTY] for any action arising out of or relating to this Agreement or the Incident.

12.3 Waiver of Removal. Each Party waives any right to remove any such action to federal court or to object to venue on the grounds of forum non conveniens.

[// GUIDANCE: Arbitration and jury-trial waivers are not included per client metadata. Add only if later requested.]

XIII. GENERAL PROVISIONS

13.1 Entire Agreement. This Agreement constitutes the entire understanding between the Parties and supersedes all prior negotiations or agreements, oral or written, concerning the subject matter hereof.

13.2 Amendment; Waiver. No amendment or waiver of any provision shall be effective unless in writing and signed by all Parties. Waiver of any breach shall not operate as a waiver of any other or subsequent breach.

13.3 Assignment. No Party may assign or delegate its rights or obligations under this Agreement without the prior written consent of the other Party, except that Respondent may assign its payment obligations to a qualified assignment company in connection with a Structured Settlement.

13.4 Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective heirs, executors, administrators, successors, and permitted assigns.

13.5 Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid provision shall be reformed to the minimum extent necessary to make it enforceable.

13.6 Counterparts; Electronic Signatures. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together constitute one instrument. Signatures delivered by facsimile, PDF, or secure electronic signature service (e.g., DocuSign) shall be deemed originals and fully binding.

13.7 Headings. Headings are for convenience only and shall not affect interpretation.

13.8 Interpretation. The Parties acknowledge that they have jointly participated in drafting this Agreement; therefore, no presumption shall arise favoring or disfavoring any Party by virtue of authorship.

XIV. EXECUTION

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

[// GUIDANCE: For corporate entities, add corporate acknowledgments (e.g., “By: , Its: ”).]

NOTARY ACKNOWLEDGMENT (if required)

State of __
County of __

On this ___ day of _, 20_, before me, the undersigned notary public, personally appeared ______, proved to me through satisfactory evidence of identification to be the person whose name is signed on the preceding instrument, and acknowledged to me that he/she/they signed it voluntarily for its stated purpose.

Notary Public
My Commission Expires: ____

[// GUIDANCE: Massachusetts does not generally require notarization of settlement agreements; add only if client or court practice dictates.]

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