SETTLEMENT AGREEMENT
This Settlement Agreement (the "Agreement"), which is made and
effective as of March 31, 2003 Xxxxxxxxx Xxxxxxxx ("Xxxxxxxx"), and Sonic Jet
Performance, LLC, a Colorado corporation having its principal place of business
in the State of California ("Sonic Jet").
WHEREAS, Xxxxxxxx and Sonic Jet now desire to compromise and settle
Xxxxxxxx'x outstanding legal fees.
NOW, THEREFORE, in consideration of the promises herein and other good
and valuable consideration, the receipt and adequacy of which are hereby
acknowledged, the Parties agree as follows:
1. Release by Xxxxxxxx of Sonic Jet. Xxxxxxxx, for itself and its agents,
employees, directors, officers, predecessors, successors and assigns,
hereby unconditionally releases and forever discharges Sonic Jet and its
shareholders, agents, employees, former employees, directors, officers,
predecessors, successors and assigns, and all persons acting by, through,
under or in concert with any of them, of and from any and all claims,
debts, defenses, liabilities, costs, attorneys' fees, actions, suits at law
or equity, demands, contracts, expenses, damages (whether general, special,
punitive, exemplary, contractual or extra contractual), and causes of
action of any kind and nature, whether known or unknown, existing as of the
date of this Agreement or hereafter existing, and accrued or hereafter
accruing, which Xxxxxxxx ever had, now has or may accrue against Sonic Jet
and/or any present or former employees, shareholders, agents, directors,
officers, predecessors, successors and assigns of Sonic Jet, based on
claims asserted in, related to, arising out of, or in any other way
connected with this claim for outstanding legal fees.
2. Settlement Terms. Sonic Jet shall pay Xxxxxxxx 375,000 shares of Common
Stock of the Company:
3. No Admission. The Parties understand that this Agreement constitutes a
compromise and settlement of disputed claims. No action taken by the
Parties, either previously or in connection with this Agreement, shall be
deemed or construed to be an (i) admission of the truth or falsity of any
claims; or (ii) acknowledgment or admission by either party of any fault or
liability whatsoever to the other party hereto or to any other person or
entity.
4. Authority. Each of the undersigned represents and warrants that s/he has
the capacity to act on behalf of the person or entity on behalf of whom
s/he has signed this Agreement, and on behalf of all who might claim
through such person or entity, and has the capacity to bind them to the
terms and conditions of this Agreement.
5. Interpretation. In interpreting the language of the Agreement, all Parties
shall be treated as having drafted the Agreement after meaningful
negotiations.
6. Severability. If any provision of this Agreement is held invalid or
contrary to public policy or any law, the validity of the remainder of this
Agreement shall not be affected thereby, except as required to give effect
to the intention of the Parties.
7. Counterparts. This Agreement may be executed in one or more counterparts,
each of which will be deemed an original and all of which together shall
constitute one and the same instrument.
8. Confidentiality. This Settlement Agreement, and all terms of this
settlement are confidential. Each Party shall keep this Settlement
Agreement and all attachments and accompanying materials, with the
exception of the Final Order to be filed in court, in strict confidence in
a manner consistent with the Party's treatment of its internal confidential
information. No party shall make a press release regarding this settlement.
9. Governing Law. This Agreement shall be governed by the laws of the State of
California, without regard to its conflict of law principles.
10. Successors and Assigns. This Agreement shall be binding on, and inure to
the benefit of, the Parties hereto and their respective successors and
assigns.
11. Entire Agreement. This Agreement constitutes the entire agreement between
the Parties and may not be amended except by a writing signed by all
Parties.
[Remainder of Page Intentionally Left Blank]
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the
date first written above.
Xxxxxxxxx Xxxxxxxx
By: _______________________________ Dated: _____________________
Name:_____________________________
Title: ______________________________
Sonic Jet Performance, Inc.
By: _______________________________ Dated: _____________________
Name:_____________________________
Title: ______________________________
