[CONFIDENTIAL] SETTLEMENT AGREEMENT AND [MUTUAL] RELEASE

This [Confidential] Settlement Agreement and [Mutual] Release ("Agreement") is entered into as of [MONTH] [DAY], [YEAR] by and between (a) [PARTY A] ("[DEFINED TERM FOR PARTY A]") and (b) [PARTY B] ("[DEFINED TERM FOR PARTY B]"). Collectively, [PARTY A] and [PARTY B] shall be referred to as the "Parties."

RECITALS

WHEREAS, the Parties [DESCRIPTION OF THE PARTIES' RELATIONSHIP]; and

WHEREAS, a dispute has arisen between [PARTY A] and [PARTY B] regarding [DESCRIPTION OF DISPUTE BETWEEN THE PARTIES] (the "Dispute"); and

[WHEREAS, as a consequence of the Dispute, [PARTY A] commenced a lawsuit against [PARTY B] in the Superior Court for [NAME OF COUNTY] County, California, captioned [CASE NAME], Case No. [CASE NUMBER] (the "Litigation"); and]

[ADDITIONAL WHEREAS CLAUSES AS APPROPRIATE]; and

WHEREAS, the Parties now desire to [fully] compromise and settle [their outstanding differences, disputes, and claims/all claims arising out of or with respect to [the Dispute/the Dispute and the Litigation/the Litigation]];

NOW, THEREFORE, in consideration of the mutual promises contained in this Agreement, and for good and valuable consideration, the receipt and sufficiency of which each of the Parties acknowledges, [PARTY A] and [PARTY B] hereby agree as follows:

1. Settlement Payment.

[(a) Payment. Subject to the terms and conditions of this Agreement, [PARTY B] agrees to pay [PARTY A], and [PARTY A] agrees to accept, the total sum of [NUMBER IN WORDS] dollars ($[NUMBER]) (the "Settlement Payment"), in full settlement and satisfaction of all claims relating to the Dispute, including all claims raised, or which could have been raised, in the Litigation, as more fully described below. The Settlement Payment shall be:

(i) Paid by [certified funds/[OTHER PAYMENT METHOD]];

(ii) Delivered to [[PARTY A]'s counsel/[OTHER RECIPIENT'S NAME]] at the following address: [ADDRESS OF PARTY A's COUNSEL/OTHER RECIPIENT]; and

(iii) Made no later than [NUMBER] business days after counsel for [PARTY A] delivers an executed copy of this Agreement to counsel for [PARTY B].