MUTUAL RELEASE AND SETTLEMENT AGREEMENT (this “Agreement”) is made and entered
into as of the [___] day of March __, 2007 by and among Indigo-Energy, Inc.,
Nevada corporation (the “Company”)
Jerry Moore located at ______________________ (the “Stockholder”),
together with the Company, the “Parties”
the Company entered into an agreement with Jerry Moore to redeem his entire
interest in the Company.
the Company acknowledges that the Stockholder has surrendered the stock
certificates evidencing ownership of Shares of Common Stock to the Company;
the Company will complete the payment due to the Stockholder pursuant to the
terms and conditions set forth herein; and
the Parties denies any liability to the other Party and has agreed to settle
differences as described below; and
THEREFORE, the Parties hereto, intending to be legally bound, hereby agree
to the Stockholder.
Company will pay the remaining aggregate of one hundred thousand dollars
($100,000) to the Stockholder directly, payable as follows: (i) twenty-five
thousand dollars ($25,000.00) on April 12, 2007 (ii) twenty-five thousand
dollars ($25,000.00) on May 1, 2007, (iii) twenty-five thousand dollars
($25,000.00) on June 1, 2007, (iv) twenty-five thousand dollars ($25,000.00)
July 1, 2007 and a complementary amount for late payment of (v) twenty-five
thousand dollars ($25,000.00) on August 1, 2007 (collectively the “Monthly
Stockholder hereby waives, releases and discharges the Company, its subsidiaries
and their respective officers, directors, stockholders, employees, agents,
attorneys, subsidiaries, servants, successors, insurers, affiliates and their
successors and assigns, from any and all manner of action, claims, liens,
demands, liabilities, causes of action, charges, complaints, suits (judicial,
administrative or otherwise), damages, debts, obligations of any nature, past
present, known or unknown, whether in law or in equity, whether founded upon
contract (expressed or implied), tort (including, but not limited to,
defamation), statute or regulation (State, Federal or local), common law and/or
any other theory or basis, from the beginning of the world to the date hereof,
including, but not limited to, any claim that the Stockholders have asserted,
now asserts or could have asserted, but not including any claim for the
enforcement of this Agreement. Furthermore, the Stockholder will issue a written
certificate of acknowledgement for each payment, and once paid in full as
described in Section 1, the Stockholder will deliver a final certificate of
acknowledgement stating that he has receive the full payment and the Company
no further obligations towards him.
material inducement to the Stockholder to enter into this Agreement, the Company
and its subsidiaries hereby irrevocably and unconditionally waive, release
discharge the Stockholders, his agents and attorneys, successors and assigns,
from any and all manner of action, claims, liens, demands, liabilities, causes
of action, charges, complaints, suits (judicial, administrative or otherwise),
damages, debts, obligations of any nature, past or present, known or unknown
the Company, whether in law or in equity, whether founded upon contract
(expressed or implied), tort (including, but not limited to, defamation),
statute or regulation (State, Federal or local), common law and/or any other
theory or basis.
understood and agreed by the Parties that the facts and respective assumptions
of law in contemplation of which this Agreement is made may hereafter prove
be other than or different from those facts and assumptions now known, made
believed by them to be true. The Parties expressly accept and assume the risk
the facts and assumptions to be so different, and agree that all terms of this
agreement shall be in all respects effective and not subject to termination
reclusion by any such difference in facts or assumptions of law.
Agreement shall be binding upon and inure to the benefit of the Parties and
their respective administrators, representatives, executors, successors and
assigns, by reason of merger, consolidation, and/or purchase or acquisition
substantially all of the Company’s assets or otherwise.
party acknowledges that it has been represented by counsel in connection with
this Mutual Release and Settlement Agreement, and has executed the same with
knowledge of its consequences. This Agreement is made and entered into the
of Nevada and shall be interpreted, enforced and governed under the laws of
State of Nevada without regard to its conflicts of laws principles.
paragraph headings used in this Agreement are intended solely for convenience
reference and shall not in any manner amplify, limit, modify or otherwise be
used in the interpretation of any of the provisions hereof.
any of the provisions of this Agreement be declared or be determined to be
illegal or invalid, the validity of the remaining parts, terms or provisions
shall not be affected thereby and said illegal or invalid part, term or
provision shall be deemed not to be a part of this Agreement.
Agreement sets forth the entire agreement between the Parties, and fully
supersedes any and all prior agreements or understandings between the Parties
pertaining to the subject matter hereof. All other contracts, agreements or
understandings between the Parties are null and void. Without limiting the
foregoing, any and all employment agreements, including all amendment and/or
addendums thereto, shall be terminated and of no further force or effect,
whether or not such agreements state that the same, or portions thereof, are
Agreement may be executed in counterparts. Each counterpart shall be deemed
original, and when taken together with the other signed counterpart, shall
constitute one fully executed Agreement.
and after the date hereof, the parties hereto shall take all actions, including
the execution and delivery of all documents, necessary to effectuate the terms
obligations of the Parties as set forth herein shall survive the execution
WITNESS WHEREOF, the Parties have caused this Agreement to be entered into
the date first written above.