Settlement Agreement - General - Florida

SETTLEMENT AGREEMENT AND RELEASE — FLORIDA

This Settlement Agreement is made as of [__/__/____] between the parties identified in Schedule A.

1. Counsel Completion Gate

Before signature, counsel should confirm:

• ☐ Every settling party, released person, claim owner, insurer, indemnitor, lienholder, subrogated interest, and required approver is identified.
• ☐ Each signer has authority and any entity, probate, guardianship, bankruptcy, public-body, insurer, or court approval has been obtained or made a closing condition.
• ☐ Schedule B identifies the claims and matters being resolved without relying on “all claims” as a substitute for a claim inventory.
• ☐ Unknown, future, recurring, latent, statutory, employment, wage, discrimination, benefits, tax, confidentiality, intellectual-property, personal-injury, property, and third-party claims have been classified separately.
• ☐ Nonparties and affiliates are included only when specifically identified and supported by the negotiated release.
• ☐ Payment, tax reporting, lien resolution, escrow, dismissal, return of property, and other consideration are sequenced in Schedule C.
• ☐ Any confidentiality, nondisparagement, reference, cooperation, no-contact, or publicity term has received claim-specific review.
• ☐ The dismissal method, prejudice, reserved claims, fee treatment, and effect on counterclaims or third-party claims are stated.
• ☐ If enforcement is expected in the existing action, counsel has identified the required judicial action and will retain the entered order rather than rely on a request.
• ☐ Default, notice, cure, judgment, interest, fees, indemnity, liability, and exclusive-remedy terms are negotiated in Schedule F.
• ☐ Governing law, forum, arbitration, jury, signature, notice, and record-retention choices are approved.

2. Parties, Dispute, and Authority

Civil action, arbitration, claim, demand, or dispute: [________________________________]

Court or tribunal and case number, if any: [________________________________]

Other parties or proceedings affected: [________________________________]

Each signer states that the authority information supplied in Schedule A is accurate and that required approvals identified there are Closing conditions.

3. Claims and Released Persons

3.1 Resolved Claims

The Resolved Claims are only the claims, demands, causes of action, defenses, counterclaims, obligations, or disputes specifically described as released in Schedule B.

3.2 Excluded and Reserved Matters

The following are not released unless Schedule B expressly states otherwise:

1. obligations created by this Agreement;
2. claims or rights expressly reserved in Schedule B;
3. rights of persons who are not parties or identified released persons;
4. claims that counsel determines cannot be released in the selected manner; and
5. later conduct that is not part of a specifically described continuing matter.

3.3 Released Persons

A person or entity is a Released Person only if listed by name or objectively defined category in Schedule A. Labels such as affiliate, agent, representative, successor, insurer, employee, or attorney do not include an unidentified person unless Schedule A states the intended coverage.

3.4 Unknown or Latent Claims

Select one:

• ☐ Unknown or latent claims are excluded.
• ☐ The specific unknown or latent claim category described in Schedule B is included after counsel review.

No general unknown-claims waiver is supplied by this form.

4. Settlement Consideration and Closing

Closing date: [__/__/____]

The consideration and conditions are stated in Schedule C, including:

• payment amount, payor, payee, method, escrow, and due date;
• tax forms, withholding, allocation, and reporting responsibility selected by qualified advisors;
• lien, reimbursement, subrogation, fee, cost, and expense treatment;
• property, records, credentials, or documents to be returned or transferred;
• nonmonetary performance and completion evidence;
• required approvals, releases, consents, and dismissals; and
• treatment if a condition is not satisfied.

No party relies on this form for a tax characterization, deduction, reporting position, or assurance about the tax treatment of any payment.

5. Payment and Performance Record

Payment instructions verification contact: [________________________________]

Escrow or holdback terms: [________________________________]

Treatment of disputed, rejected, or delayed payment: [________________________________]

6. Release

At the release-effective event selected in Schedule C, each releasing party releases the Released Persons identified for that party from the Resolved Claims described for that release in Schedule B.

No release becomes effective merely because this document is drafted. Schedule C must select signature, cleared payment, dismissal, approval, completion of nonmonetary performance, or another objective event.

7. No Admission and Use of Agreement

Unless Schedule D states otherwise, the settlement is a compromise of disputed matters and is not a factual admission by a party.

Schedule D must address any permitted or required use of the Agreement in court, arbitration, insurance, tax, audit, financing, regulatory, enforcement, or other proceedings. This section does not promise that a tribunal will exclude, seal, admit, or otherwise treat the Agreement in a particular way.

8. Confidentiality, Publicity, and Communications

Select and complete only after claim- and party-specific review:

• ☐ No confidentiality obligation
• ☐ Settlement amount only
• ☐ Negotiations only
• ☐ Agreement terms identified in Schedule D
• ☐ Other defined information: [________________________________]

Schedule D must identify permitted disclosures, compelled disclosures, legal or regulatory reports, tax and financial disclosures, insurers, advisors, family members, employees, investors, auditors, prospective purchasers, and any notice or protective process.

Public statement or agreed response: [________________________________]

Nondisparagement or reference term, if approved: [________________________________]

No confidentiality or communications term restricts a disclosure, report, testimony, cooperation, or other conduct unless counsel has included the complete approved text in Schedule D.

9. Litigation, Dismissal, and Court-Order Control

For each affected proceeding, complete Schedule E:

The parties shall not treat a proposed filing, stipulation, motion, or request as an entered order. If an enforcement route depends on a court retaining jurisdiction, incorporating terms, approving the settlement, or entering judgment, Schedule E must identify the required order and the parties must retain the signed or docketed order before relying on that route.

Dismissal with or without prejudice: [________________________________]

Claims, parties, counterclaims, fees, or jurisdiction reserved: [________________________________]

10. Representations Limited to Scheduled Facts

Each party states only that:

1. its name, capacity, signer, and authority information in Schedule A is accurate;
2. it has disclosed assignments, liens, claims of ownership, insurer rights, and approval requirements known to it and listed in Schedule A;
3. it has not knowingly transferred a Resolved Claim except as disclosed;
4. it is entering the settlement based on the completed agreement and schedules, not an unstated promise; and
5. any additional negotiated statement appears in Schedule F with its survival period.

This form does not state that the Agreement is automatically enforceable, that every claim can be released, or that no third party holds an interest.

11. Breach, Notice, and Risk Allocation

Written notice of an alleged breach must identify the obligation, supporting facts, requested response, and any urgent preservation concern.

Negotiated response or cure period: [____] days, subject to the exceptions stated in Schedule F.

Any acceleration, consent judgment, stipulated judgment, confession of judgment, liquidated amount, interest, attorney's fee, indemnity, damages exclusion, liability cap, exclusive remedy, equitable-relief term, or waiver must be written in Schedule F. No such term applies if Schedule F is blank.

The parties may pursue relief available under the governing law for a proven breach. This form does not authorize entry of judgment or an award merely because a party alleges default.

12. Governing Law and Disputes

The parties select Florida law for their contract rights and duties, subject to counsel's conflict-of-laws and claim-specific review.

Negotiation or escalation process: [________________________________]

Selected court and county, if any: [________________________________]

This Agreement contains no arbitration agreement, jury-trial waiver, class or representative-action waiver, shortened claim period, or automatic prevailing-party fee. If approved, the complete negotiated term belongs in Schedule G.

13. General Terms

1. Amendments. An amendment must identify this Agreement and be signed by the affected parties.
2. No implied waiver. A delay or one-time waiver does not waive another matter.
3. Assignment. No party may transfer a right or duty under this Agreement except as stated in a signed amendment.
4. Notices. Contract notices must use the contacts and methods in Schedule H.
5. Entire agreement. The signed Agreement and completed schedules contain the parties' settlement terms.
6. Execution method. Counterpart, electronic-signature, witness, or notarization language must be selected by counsel; none is implied by this form.
7. Severability. If a provision cannot be enforced, the remaining provisions continue only to the extent the settlement can operate without rewriting a material bargain.
8. No third-party rights. Only a party or Released Person expressly granted a right in the completed schedules may assert that contractual right.

14. Signatures

Release-effective event: [________________________________]

Execution method approved by counsel: [________________________________]

Additional parties, claim owners, spouses, guardians, fiduciaries, insurers, lienholders, or approvers sign in Schedule A.

Schedule A — Parties, Released Persons, Authority, and Approvals

[________________________________]

Schedule B — Resolved Claims, Excluded Claims, and Reserved Matters

[________________________________]

Schedule C — Consideration, Conditions, Taxes, Liens, and Release Trigger

[________________________________]

Schedule D — Confidentiality, Publicity, Communications, and Permitted Use

[________________________________]

Schedule E — Dismissal, Filing, and Entered-Order Record

[________________________________]

Schedule F — Additional Statements, Default, Remedies, and Risk Allocation

[________________________________]

Schedule G — Dispute Terms

[________________________________]

Schedule H — Notices