Mutual Termination Agreement Generator

MUTUAL TERMINATION AND GENERAL RELEASE AGREEMENT This Mutual Termination and General Release Agreement (this "Agreement") is entered into as of October 24, 2024 (the "Effective Date"), by and between: Party 1: Apex Commercial Properties LLC ("Landlord"), and Party 2: NextWave Software Inc. ("Tenant"). (Collectively, the "Parties," or individually, a "Party"). RECITALS WHEREAS, the Parties previously entered into that certain Commercial Lease Agreement dated March 15, 2022 (the "Underlying Contract"); and WHEREAS, the Parties mutually desire to amicably terminate the Underlying Contract, release each other from continuing executory obligations thereunder, and establish final settlement terms, subject to the conditions set forth herein. NOW, THEREFORE, in consideration of the mutual promises, releases, and covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. MUTUAL TERMINATION Effective as of November 30, 2024 (the "Termination Date"), the Underlying Contract is hereby terminated and shall be of no further force or effect, except for any provisions that explicitly survive termination by their terms. 2. SETTLEMENT PAYMENT In consideration of this early mutual termination, NextWave Software Inc. agrees to pay Apex Commercial Properties LLC a one-time termination fee of $15,000 on or before the Termination Date. Payment shall be made by certified check or wire transfer in immediately available funds. 3. SECURITY DEPOSIT DISPOSITION The Landlord shall refund the full security deposit in the amount of all held funds to the Tenant within 14 calendar days of surrender. 4. SURRENDER AND RETURN OF PROPERTY On or before the Termination Date (or within 5 days thereof), NextWave Software Inc. shall surrender complete and peaceful possession of all premises, equipment, documents, keys, security passes, and proprietary materials to Apex Commercial Properties LLC in good and clean order, ordinary wear and tear excepted. 5. MUTUAL RELEASE OF CLAIMS Except for the obligations expressly created by or arising under this Agreement, each Party, on behalf of itself and its respective affiliates, officers, directors, agents, and successors, hereby irrevocably and unconditionally releases, acquits, and forever discharges the other Party from any and all past, present, or future claims, demands, liabilities, actions, suits, or damages of any nature whatsoever, whether known or unknown, arising out of or in connection with the Underlying Contract. 6. GOVERNING LAW AND SEVERABILITY This Agreement shall be construed, interpreted, and governed by the substantive laws of the State of Delaware, without giving effect to conflicts of laws principles. If any provision of this Agreement is held invalid, the remainder shall continue in full force and effect. 7. ENTIRE AGREEMENT AND COUNTERPARTS This Agreement constitutes the entire understanding between the Parties concerning the subject matter hereof and supersedes all prior negotiations or agreements. This Agreement may be executed in counterparts, each of which shall be deemed an original. IN WITNESS WHEREOF, the Parties have executed this Mutual Termination Agreement as of the date first above written. APEX COMMERCIAL PROPERTIES LLC (LANDLORD): By: _____________________________________ Name: ___________________________________ Title: ____________________________________ Date: ____________________________________ NEXTWAVE SOFTWARE INC. (TENANT): By: _____________________________________ Name: ___________________________________ Title: ____________________________________ Date: ____________________________________