CONFIDENTIAL SETTLEMENT AGREEMENT AND RELEASE

PRODUCT LIABILITY SETTLEMENT AGREEMENT

This Settlement Agreement and Release ("Agreement") is entered into as of [__/__/____] ("Effective Date"), by and between:

CLAIMANT/PLAINTIFF:
[________________________________] ("Claimant")
Address: [________________________________]
[________________________________]

AND

DEFENDANT/RELEASING PARTY:
[________________________________] ("Defendant")
Address: [________________________________]
[________________________________]

Claimant and Defendant are collectively referred to herein as the "Parties" and individually as a "Party."

RECITALS

WHEREAS:

A. Claimant filed a lawsuit against Defendant in [________________________________] Court, Case No. [________________________________] (the "Litigation"), alleging product liability claims arising from [________________________________] (the "Product");

B. Claimant alleges that the Product was defective and caused injuries including [________________________________];

C. Defendant denies all liability and contends that the Product was not defective and did not cause Claimant's alleged injuries;

D. Without admitting any liability or wrongdoing, Defendant desires to settle and resolve all claims asserted or that could have been asserted in the Litigation;

E. The Parties desire to fully and finally resolve all disputes between them arising out of or related to the Product and the Litigation;

F. The Parties acknowledge that this Agreement is a compromise of disputed claims and is not an admission of liability by any Party.

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

ARTICLE 1: DEFINITIONS

1.1 "Claims" means any and all claims, demands, actions, causes of action, suits, damages, losses, costs, expenses, liabilities, debts, liens, and obligations of any kind, whether known or unknown, suspected or unsuspected, disclosed or undisclosed, contingent or non-contingent, matured or unmatured, that now exist or may hereafter arise.

1.2 "Product" means [________________________________], including all components, parts, accessories, instructions, warnings, packaging, and marketing materials.

1.3 "Released Parties" means Defendant, its parent companies, subsidiaries, affiliates, divisions, predecessors, successors, assigns, officers, directors, shareholders, members, partners, employees, agents, representatives, attorneys, insurers, and all persons acting by, through, under, or in concert with any of them.

1.4 "Releasors" means Claimant, and Claimant's heirs, executors, administrators, successors, assigns, agents, and attorneys.

ARTICLE 2: SETTLEMENT PAYMENT

2.1 Settlement Amount. In consideration for this Agreement and the releases contained herein, Defendant agrees to pay to Claimant the total sum of [________________________________] Dollars ($[________________________________]) (the "Settlement Amount").

2.2 Payment Terms. The Settlement Amount shall be paid as follows:

☐ Lump Sum Payment:
The entire Settlement Amount shall be paid within [____] days of the Effective Date by [check/wire transfer] to:
[________________________________]
[________________________________]
[________________________________]

☐ Structured Settlement:
The Settlement Amount shall be paid as follows:
- Initial payment of $[________________________________] within [____] days of Effective Date
- [____] annual payments of $[________________________________] beginning [__/__/____]
- [Additional payment terms]: [________________________________]

2.3 Payment to Attorney. [If applicable] Of the Settlement Amount, the sum of $[________________________________] shall be paid directly to Claimant's counsel:
[Law Firm Name]
[Address]
[________________________________]
[Tax ID: ________________________________]

2.4 Tax Treatment.

☐ The Parties agree that the Settlement Amount is allocated as follows:
- Physical injury/sickness damages (non-taxable): $[________________________________]
- Emotional distress damages: $[________________________________]
- Punitive damages (if any): $[________________________________]
- Other: $[________________________________]

☐ Each Party shall be responsible for their own tax obligations. Defendant makes no representation regarding the tax treatment of the Settlement Amount. Claimant is advised to consult with a tax professional.

2.5 Form 1099. Defendant [will/will not] issue an IRS Form 1099 for [all/a portion] of the Settlement Amount.

ARTICLE 3: RELEASE OF CLAIMS

3.1 General Release by Claimant. In consideration of the Settlement Amount and other good and valuable consideration, Claimant, on behalf of Claimant and all Releasors, hereby fully and forever releases and discharges the Released Parties from any and all Claims that Claimant now has, has ever had, or may hereafter have against the Released Parties arising out of, relating to, or in any way connected with:

(a) The Product;
(b) The Litigation;
(c) Any injuries, damages, or losses allegedly caused by the Product;
(d) Any acts or omissions by the Released Parties relating to the Product;
(e) Any other matter that was or could have been alleged in the Litigation.

3.2 Scope of Release. This release includes, but is not limited to, all claims for:
☐ Strict product liability
☐ Negligence
☐ Breach of warranty (express and implied)
☐ Fraud and misrepresentation
☐ Consumer protection violations
☐ Personal injury
☐ Emotional distress
☐ Loss of consortium
☐ Punitive damages
☐ Economic damages
☐ Attorneys' fees and costs
☐ All other claims, known or unknown

3.3 Unknown Claims Waiver. Claimant expressly waives and relinquishes any and all rights and benefits under California Civil Code Section 1542 (or any similar law of any other jurisdiction), which provides:

"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY."

Claimant acknowledges that Claimant may hereafter discover claims presently unknown or unsuspected, or facts in addition to or different from those which Claimant now knows or believes to be true, with respect to the matters released herein. Nevertheless, Claimant intends by this Agreement to release fully, finally, and forever all Claims released herein.

Claimant's Initials: [____]

3.4 Release of Future Claims. This release extends to all Claims that may arise in the future relating to the Product or the matters released herein, including but not limited to Claims for injuries that have not yet manifested or are not yet known.

3.5 No Assignment. Claimant represents and warrants that Claimant has not assigned, transferred, or conveyed any of the Claims released herein to any other person or entity.

ARTICLE 4: DISMISSAL OF LITIGATION

4.1 Dismissal. Within [____] days of receipt of the Settlement Amount, Claimant shall cause the Litigation to be dismissed with prejudice.

4.2 Stipulation. The Parties shall execute a Stipulation of Dismissal with Prejudice in substantially the form attached hereto as Exhibit A.

4.3 Costs and Fees. Each Party shall bear its own attorneys' fees and costs, except as otherwise provided herein.

ARTICLE 5: CONFIDENTIALITY

5.1 Confidential Information. The Parties agree that the terms of this Agreement, including the Settlement Amount, are confidential ("Confidential Information").

5.2 Non-Disclosure. The Parties agree not to disclose, publicize, or disseminate any Confidential Information to any third party, except:

(a) To their attorneys, accountants, financial advisors, and insurers who have a need to know;
(b) To immediate family members, provided they agree to maintain confidentiality;
(c) As required by law, subpoena, or court order;
(d) In connection with enforcement of this Agreement;
(e) To tax authorities as required;
(f) As mutually agreed in writing by the Parties.

5.3 Required Disclosures. If a Party is required by law to disclose Confidential Information, that Party shall:
(a) Provide prompt written notice to the other Party (if legally permissible);
(b) Cooperate in seeking a protective order;
(c) Disclose only the minimum information required.

5.4 Breach Remedies. Any breach of this confidentiality provision shall entitle the non-breaching Party to seek injunctive relief and damages, including attorneys' fees.

ARTICLE 6: NON-DISPARAGEMENT

6.1 Non-Disparagement. The Parties agree not to make any false, disparaging, or derogatory statements about each other to any third party, including but not limited to statements regarding the Litigation, the Product, or this Agreement.

6.2 Exceptions. This provision does not prohibit:
(a) Truthful statements made in legal proceedings;
(b) Statements made to attorneys, accountants, or financial advisors;
(c) Statements made in response to legal process;
(d) Statements required by law.

ARTICLE 7: NO ADMISSION OF LIABILITY

7.1 No Admission. This Agreement is a compromise of disputed claims. Nothing in this Agreement shall be construed as an admission of liability, fault, wrongdoing, or defect by any Party.

7.2 Inadmissibility. This Agreement and the fact of settlement shall be inadmissible as evidence of liability in any proceeding, except to enforce this Agreement.

ARTICLE 8: RETURN/PRESERVATION OF PRODUCT

8.1 Claimant agrees to:

☐ Return the Product:
Within [____] days of executing this Agreement, return the Product to Defendant at:
[________________________________]
[________________________________]

☐ Destroy the Product:
Destroy the Product and provide written certification of destruction within [____] days.

☐ Retain the Product:
Retain the Product without alteration for a period of [____] years.

☐ Other:
[________________________________]

ARTICLE 9: REPRESENTATIONS AND WARRANTIES

9.1 Claimant's Representations. Claimant represents and warrants that:

(a) Claimant has full authority to enter into this Agreement and release the Claims;
(b) Claimant is the sole owner of the Claims and has not assigned them;
(c) No other person or entity has an interest in the Claims;
(d) Claimant has received no payments from other sources for the same Claims;
(e) Claimant has read this Agreement and understands its terms;
(f) Claimant has had the opportunity to consult with an attorney;
(g) Claimant enters into this Agreement voluntarily.

9.2 Defendant's Representations. Defendant represents and warrants that:

(a) Defendant has full authority to enter into this Agreement;
(b) The person signing has authority to bind Defendant;
(c) Defendant will make the Settlement Payment as provided herein.

ARTICLE 10: INDEMNIFICATION

10.1 Claimant's Indemnification. Claimant agrees to indemnify, defend, and hold harmless the Released Parties from and against any and all Claims brought by any person or entity claiming by, through, or under Claimant relating to the matters released herein, including attorneys' fees.

10.2 Liens. Claimant represents that all liens, including medical liens, Medicare/Medicaid liens, and ERISA liens, have been or will be satisfied from the Settlement Amount. Claimant agrees to indemnify and hold harmless Defendant from any lien claims.

ARTICLE 11: GENERAL PROVISIONS

11.1 Entire Agreement. This Agreement constitutes the entire agreement between the Parties and supersedes all prior negotiations, representations, and agreements.

11.2 Amendments. This Agreement may not be amended except by a writing signed by both Parties.

11.3 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of [________________________________], without regard to conflicts of law principles.

11.4 Dispute Resolution. Any disputes arising under this Agreement shall be resolved by:

☐ Litigation in [________________________________] Court
☐ Binding arbitration under [AAA/JAMS] rules
☐ Mediation followed by arbitration if unresolved

11.5 Attorneys' Fees. In any action to enforce this Agreement, the prevailing Party shall be entitled to recover reasonable attorneys' fees and costs.

11.6 Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.

11.7 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original.

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

11.9 Construction. This Agreement shall be construed as if drafted jointly by the Parties. No presumption shall arise against either Party as the drafter.

11.10 Waiver. Failure to enforce any provision shall not constitute a waiver of future enforcement.

11.11 Binding Effect. This Agreement shall be binding upon and inure to the benefit of the Parties and their heirs, executors, administrators, successors, and assigns.

11.12 Notices. All notices shall be in writing and sent to the addresses set forth above by certified mail, return receipt requested, or overnight delivery.

ARTICLE 12: ACKNOWLEDGMENTS

12.1 Each Party acknowledges that:

☐ They have read this Agreement in its entirety
☐ They understand all terms and conditions
☐ They have had the opportunity to consult with an attorney
☐ They are signing voluntarily and without coercion
☐ They are not relying on any representations not contained herein
☐ They understand this is a binding legal contract

SIGNATURES

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CLAIMANT:

Signature: ________________________________________

Printed Name: [________________________________]

Date: [__/__/____]

DEFENDANT:

By: ________________________________________

Printed Name: [________________________________]

Title: [________________________________]

Date: [__/__/____]

CLAIMANT'S COUNSEL (Acknowledgment):

Signature: ________________________________________

Printed Name: [________________________________]

Firm: [________________________________]

Date: [__/__/____]

DEFENDANT'S COUNSEL (Acknowledgment):

Signature: ________________________________________

Printed Name: [________________________________]

Firm: [________________________________]

Date: [__/__/____]

EXHIBIT A: STIPULATION OF DISMISSAL

[See attached form]

SETTLEMENT AGREEMENT CHECKLIST

Before Signing:
☐ All terms negotiated and agreed upon
☐ Settlement amount confirmed
☐ Payment terms specified
☐ Release language reviewed
☐ Confidentiality terms acceptable
☐ Tax implications considered
☐ Liens identified and addressed
☐ Attorney has reviewed
☐ All parties prepared to sign

After Signing:
☐ Copies distributed to all parties
☐ Settlement payment made/received
☐ Stipulation of dismissal filed
☐ Liens satisfied
☐ Product returned/destroyed as required
☐ File closed

SOURCES AND REFERENCES

• ALI Restatement (Third) of Torts: Products Liability
• California Civil Code Section 1542