Name:
Title:
Date:
Galaxy Holdings
![]()
Name: Michael Yuan
Title: General Manager
Date:
This Settlement and Release Agreement (the “Agreement”) is entered into as of by and between Galaxy Holdings, a TX LLC located at (the “Company”), and , a located at (the “Counterparty”). The Company and the Counterparty are referred to individually as a “Party” and collectively as the “Parties.”
A dispute has arisen between the Parties concerning the following matter (the “Dispute”):
The Parties desire to fully and finally resolve the Dispute and all related claims without resort to, or continuation of, litigation, and to avoid the expense, delay, and uncertainty of further proceedings. Each Party enters into this Agreement freely, voluntarily, and on the advice of, or after the opportunity to consult, counsel of its choosing.
In consideration of the releases and covenants in this Agreement, the Company shall pay the Counterparty the total sum of (the “Settlement Payment”) on or before , by the method designated in writing by the Counterparty. The Settlement Payment is the entire consideration to be paid in connection with the Dispute, and each Party shall bear its own attorneys’ fees and costs.
Effective upon the Company’s tender of the Settlement Payment, each Party, on behalf of itself and its officers, directors, members, employees, agents, affiliates, successors, and assigns (collectively, the “Releasing Parties”), irrevocably releases and forever discharges the other Party and its officers, directors, members, employees, agents, affiliates, insurers, successors, and assigns (collectively, the “Released Parties”) from any and all claims, demands, causes of action, damages, liabilities, costs, and expenses of every kind, whether known or unknown, suspected or unsuspected, that arise out of or relate to the Dispute, from the beginning of time through the Effective Date.
The Releasing Parties expressly waive any rights or benefits under any statute or common-law principle that would otherwise limit the effect of a release to claims known or suspected to exist at the time of execution.
This Agreement is a compromise of disputed claims. Nothing in this Agreement is, or shall be construed as, an admission by any Party of any fault, wrongdoing, or liability, all of which are expressly denied. The Parties enter into this Agreement solely to avoid further dispute and expense.
The Parties shall keep the terms of this Agreement, including the Settlement Payment, strictly confidential and shall not disclose them to any third party, except (a) as required by law, regulation, or valid legal process; (b) to their respective attorneys, accountants, tax advisors, and insurers on a need-to-know basis; or (c) as necessary to enforce this Agreement. If disclosure is legally compelled, the disclosing Party shall, where permitted, give the other Party prompt written notice and a reasonable opportunity to seek protective relief.
Neither Party shall make, publish, or communicate any statement, whether oral or written, that disparages, defames, or is reasonably likely to harm the reputation or business of the other Party or its Released Parties. Nothing in this Section prevents either Party from giving truthful testimony or making truthful statements required by law or legal process.
Each Party represents and warrants that (a) it has full authority to enter into this Agreement; (b) it has not assigned or transferred any released claim to any third party; and (c) it has read this Agreement, understands its terms, and signs it voluntarily.
This Agreement is governed by and construed under the laws of the State of TX, without regard to its conflict-of-laws rules. The Parties consent to the exclusive jurisdiction of the state and federal courts located in TX for any action to enforce or interpret this Agreement. The prevailing Party in any such action shall be entitled to recover its reasonable attorneys’ fees and costs.
This Agreement constitutes the entire agreement between the Parties regarding the Dispute and supersedes all prior negotiations, representations, and agreements, whether written or oral. It may be amended only by a writing signed by both Parties, may be executed in counterparts, and may be signed by electronic signature, each of which together constitutes one instrument. If any provision is held unenforceable, the remaining provisions remain in full force and effect.
Name:
Title:
Date:
Name: Michael Yuan
Title: General Manager
Date: