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from Sooner Cap requesting legend removal after (i)  any sale of such Settlement Shares pursuant toRule 144 or (ii) such Settlement Shares are eligible for sale under Rule 144 without therequirement for the Company to be in compliance with the current public information required underRule 144 as to such Settlement Shares and without volume or manner-of-sale restrictions.                    The Company agrees that following such time that a legend is no longer required, it willpromptly following the delivery by a Sooner Cap to the Company or the Transfer Agent of acertificate representing Settlement Shares, as applicable, issued with a restrictive legend,deliver or cause to be delivered to such Sooner Cap a certificate representing such shares that isfree from all restrictive and other legends. The Company may not make any notation on its recordsor give instructions to the Transfer Agent that enlarge the restrictions on transfer set forth inthis Section 2. Certificates for Settlement Shares subject to legend removal hereunder shall betransmitted by the Transfer Agent to Sooner Cap by crediting the account of the Sooner Cap’s primebroker with the Depository Trust Company System as directed by such Sooner Cap.     3. Termination of Agreement.          3.1 Termination of Company’s Obligation to Make Cash Payments. As of December 31,2008, the Company owed Sooner Cap an aggregate $251,993.00, net of expenses, pursuant to the termsof the Agreement (“Cash Payment”). As of the date of this Release, the Company’s obligation to payto Sooner Cap the Cash Payment is terminated.          3.2 Termination of Company’s Obligation to Issue Warrants. By the terms of theAgreement, in lieu of the Company making the Cash Payment to Sooner Cap, warrants to purchase up to5% of the Company’s equity (“5% Warrants”) were to be issued by the Company to Sooner Cap uponSooner Cap meeting certain target objectives. As of the date of this Release, the Company’sobligation to issue the 5% Warrants is terminated.          3.3 Termination. The Parties acknowledge and agree that the Agreement terminated asof December 31, 2008 anything in the Agreement to the contrary notwithstanding.     4. Release. Effective upon execution of this Release, Sooner Cap, for themselves andtheir respective assigns, heirs, executors, administrators, and representatives, hereby fullyreleases, remises, acquits, forever discharges, and indemnifies the Company and its respectiveaffiliates and successors, together with all of their respective representatives, consultants,attorneys, fiduciaries, and assigns from any and all claims, demands, actions, losses, and expensesof any kind or nature arising out of any and all causes of action, agreements, claims, demands,actions, damages, judgments, debts, covenants, executions, liabilities, obligations, losses, andexpenses of any kind or nature arising out of any acts, omissions, liabilities, transactions,transfers, happenings, violations, promises, facts, or circumstances arising out of, related to ordescribed in the Agreement, or underlying related transactions.
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     5. Section 1542 Waiver. Sooner Cap acknowledges and affirms that it is familiar withSection 1542 of the California Civil Code, which provides that:A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICHTHE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST INHIS OR HER FAVOR AT THE TIME OF EXECUTING THERELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVEMATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THEDEBTOR.     Sooner Cap knowingly and voluntarily waives the provisions of Section 1542 of the CaliforniaCivil Code and acknowledges and agrees that this waiver is an essential and material term of thisRelease, and that without such waiver, this Release would not have been entered into. Sooner Capfurther acknowledges the significance and consequence of the release and the specific waiver ofSection 1542 of the California Civil Code.     6. Representations and Warranties by Sooner Cap for Settlement Shares and 5% Warrants.          6.1 Sooner Cap understands and acknowledges that the Settlement Shares have not beenregistered with the Securities and Exchange Commission under Section 5 of the of the Securities Actof 1933, as amended (the “Act”), or registered or qualified with any applicable state orterritorial securities regulatory agency in reliance upon one or more exemptions afforded fromregistration or qualification.          6.2 Sooner Cap understands and acknowledges that the Settlement Shares are deemed to be“restricted” under the Act, and may be re-sold only pursuant to exemptions provided by the Act orpursuant to an effective registration statement. Sooner Cap understands and acknowledges that theCompany is required to place a restrictive legend on the certificate stating that the SettlementShares have not been registered under the Act.     7. Authority. The Parties represent and warrant that the undersigned individuals havethe authority to act on behalf of the signing party and have the authority to bind that party, andall that may claim through it, to the terms and conditions of this Release.     8. Representation. The Parties represent and warrant that they have had anopportunity to consult with an attorney, and have carefully read and understand the scope andeffect of the provisions of this Release. No Party has relied upon any representations orstatements made by any other party, which are not specifically set forth in this Release.     9. No Right to Rescission. The Parties represent and warrant that they have conductedall necessary investigations and have consulted with counsel and are not relying on anyrepresentations, except those contained in this Release, and the parties assume the risk of anyuntruths regarding any matters upon which they have relied and forever waive any rights to rescindthis Release and the sole remedy for the parties is to enforce the terms of this Release.
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     10. Severability. In the event that any provision hereof becomes declared by a courtof competent jurisdiction to be illegal, unenforceable or void, this Release shall continue in fullforce and effect without said illegal provision.     11. Entire Agreement. This Release represents the entire agreement and understandingbetween the parties, and represents the complete, final and exclusive embodiment of their agreementconcerning the matters set forth in the Recitals. Further, this Release shall supersede andreplace any and all prior and contemporaneous agreements, representations, and understandingsregarding the subject of this Release. Notwithstanding the provisions of California Evidence CodeSection 1152, this Release is admissible for purposes of enforcement.     12. Governing Law. This Release shall be governed by the laws of the State ofCalifornia. By signing this Release, the parties hereby agree and submit to the jurisdiction ofthe courts in California, and that venue of any suit or action shall be in the downtown branch ofthe courts of Los Angeles County, California.     13. Counterparts: This Release may be executed in counterparts and each counterpartshall have the same force and effect as an original and constitute an effective, binding agreementon the part of each of the undersigned. This Release may be transmitted by facsimile or otherwise.
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     IN WITNESS WHEREOF, the Parties have executed this Release as of the date first set forthabove.   **COMPANY:**     **T3 Motion, Inc.**      By: Ki Nam  Its: Chief Executive Officer     **SOONER CAP:**     **Sooner Cap**      By: Albert Lin  Its:      **Albert Lin**     **Maddog Executive Services**      By: Albert Lin  Its:  
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