Exhibit 10.1


 


FINAL
SETTLEMENT AGREEMENT AND UNCONDITIONAL RELEASE


 


This Final Settlement
Agreement and Unconditional Release (“Settlement”) is entered into between Todd
E. Leonard and his attorneys (“Leonard”), and ProUroCare, Inc. and
ProUroCare Medical, Inc., and their divisions, operations, parents,
subsidiaries, affiliates, management companies or entities, predecessors,
successors, insurers, and assigns, and past and present owners, directors,
stockholders, officers, trustees, agents, employees, attorneys and
representatives (“PUC”)(collectively, “Parties”). The Parties have entered into
this Agreement to fully and finally settle any and all differences between them
that have arisen out of the negotiation of Parties’ August 1, 2005
Settlement Agreement (attached hereto), PUC’s alleged breach of said Settlement
Agreement and Case No. CT
05-017496 pending before Hennepin County District Court. The Parties
have agreed to the following terms and conditions:


 


1.                                       In
consideration for the promises set forth in this Settlement, PUC shall pay, via
cashiers’ checks:


 


A.                                   The
amounts set forth in paragraphs 1(A)-1(C) of the Parties’ August 1,
2005 Settlement Agreement consistent with the terms therein. The Parties agree
these payments shall satisfy PUC’s obligations under Paragraphs 1(A)-1(C) of
the August 1, 2005 Settlement Agreement.


 


B.                                     Leonard
and Nichols, Kaster & Anderson, jointly, a sum of $17,000 as interest,
costs and attorneys’ fees incurred in the prosecution of Case No CT-05-017496. PUC
shall issue Nichols, Kaster & Anderson a 1099 Form reflecting the
foregoing payment.


 


2.                                       In
consideration for the terms and conditions set forth in this Settlement, the
Parties further agree to the following:


 

















 


A.                                   The
Parties confirm their rights, obligations and responsibilities under Paragraphs
2(A),, (B), (C), (D), (E), (F), (H) and (I), and 7 of the August 1,
2005 Settlement Agreement and incorporate them herein by reference. In
addition, the Parties agree to the same terms of said paragraphs for purposes
of this Settlement and resolution of the issues set forth in the introductory
paragraph as if they were set forth herein and referenced the issues in the
introductory paragraph.


 


B.                                     The
Parties’ counsel shall execute and file the Joint Stipulation For Dismissal,
attached hereto as Exhibit A.


 


3.                                       The
Parties agree and understand that any claims or actions relating to this
Settlement shall be brought only in the State of Minnesota. The Parties further
agree that to the extent any state law shall apply to any dispute arising out
of this Settlement, Minnesota law shall apply.


 


4.                                       Except
as incorporated herein, this Settlement sets forth the entire agreement between
the Parties, and fully supersedes any and all prior discussions, offers,
negotiations, representations, letters, agreements or understandings between
the Parties concerning the subject matter described in the introductory
paragraph.


 


5.                                       If
any provision of, or portion thereof, this Settlement is found to be
unenforceable, illegal or void by a court or agency of competent jurisdiction,
the other provisions, or the remainder of the unenforceable, illegal or void
provision, of this Settlement, shall remain valid and fully enforceable, and
the court or agency shall interpret the remaining provisions, or insert such other
terms, to effectuate the Parties’ intent.


 


6.                                       The
payments described in Paragraph 1 above shall be made simultaneous with PUC’s
delivering an executed copy of this Settlement to Leonard’s counsel.


 


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  PROUROCARE, INC., AND

  PROUROCARE MEDICAL, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Dated: 

  	
  March 3, 2006

  	
   

  	
  By:

  	
  /s/Maurice R.
  Taylor, II

  	
   

  
	
   

  	
   

  	
  Maurice R.
  Taylor, II

  
						



 


3

















 


I HAVE READ AND UNDERSTAND THE
ABOVE AND VOLUNTARILY ENTER INTO THIS FINAL SETTLEMENT AGREEMENT AND
UNCONDITIONAL RELEASE


 


 


	
  Dated:

  	
   

  	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
   

  	
  Todd E. Leonard

  	
   

  



 


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