Legal Contract Waiver

LEGAL CONTRACT WAIVER

This Legal Contract Waiver (the "Waiver") is entered into as of by and between Releasor Name: , with primary address: (the "Releasor"), and Releasee Name: , with primary address: (the "Releasee").

RECITALS

WHEREAS, Releasor and Releasee are parties to certain agreements, contracts, and related obligations identified as: (collectively, the "Contracts"); and

WHEREAS, disputes, claims, demands, or potential causes of action have arisen or may arise between the parties in connection with the Contracts concerning:

WHEREAS, the parties desire to compromise and settle any and all such disputes and to fully and finally release and waive certain rights, claims and causes of action as set forth herein.

NOW, THEREFORE

In consideration of the mutual covenants and other good and valuable consideration set forth herein, the sufficiency and receipt of which are acknowledged, the parties agree as follows:

1. DEFINITIONS

For purposes of this Waiver, capitalized terms not otherwise defined have the meanings stated below. "Claims" means any and all claims, demands, actions, causes of action, suits, debts, liabilities, obligations, damages, losses, costs and expenses (including attorneys' fees) whether known or unknown, fixed or contingent, suspected or unsuspected, asserted or unasserted, that arise from or relate to the Contracts or the matters described in the Recitals.

2. WAIVER AND RELEASE

Effective on the Effective Date, Releasor, for itself and for its heirs, executors, administrators, successors and assigns, hereby fully and forever releases, relinquishes, and discharges Releasee and its past and present affiliates, officers, directors, agents, employees, insurers and attorneys (collectively, the "Released Parties") from any and all Claims whether arising in contract, tort, statute, equity or otherwise that relate to or arise out of the Contracts or the matters described in the Recitals.

The foregoing release is intended to be broad and inclusive and to waive all Claims known or unknown. The parties acknowledge and agree that this Waiver includes a waiver of any rights under any statute or rule that would otherwise limit a release of unknown claims.

3. CONSIDERATION

In consideration for the releases and covenants contained in this Waiver, Releasee shall provide the following consideration to Releasor: . If monetary, the amount payable is and shall be paid by Releasee to Releasor by .

4. LIMITATIONS AND EXCEPTIONS

The release in Section 2 does not apply to obligations expressly reserved in writing in this Waiver, including claims arising from a party's gross negligence, willful misconduct, fraud, or obligations to make the payments set forth in Section 3. Any claim arising after the Effective Date is not released unless it directly relates to events or obligations existing as of the Effective Date.

5. REPRESENTATIONS AND WARRANTIES

Each party represents and warrants that it has full power and authority to enter into this Waiver and to perform its obligations hereunder, that the signatory has been duly authorized to execute this Waiver, and that there are no outstanding assignments or third-party interests that would impair the effectiveness of the release granted herein.

6. NO ADMISSION OF LIABILITY

This Waiver and any actions taken in connection with it are not and shall not be construed as an admission of liability by any party, and each party expressly denies any liability or wrongdoing.

7. INDEMNIFICATION

Each party shall indemnify, defend and hold harmless the other party from and against any losses, liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising from breaches of representations or obligations under this Waiver or from any third-party claim arising out of the indemnifying party's acts or omissions that are not released herein.

8. CONFIDENTIALITY

The parties agree to keep the terms and existence of this Waiver confidential except to the extent disclosure is required by law, regulation, or a competent tribunal, or is necessary to enforce the terms of this Waiver.

9. NOTICES

Any notice or communication required or permitted under this Waiver shall be in writing and shall be deemed given when delivered personally, sent by certified mail, return receipt requested, or sent by overnight courier to the addresses below or to such other address as either party may designate by notice in accordance with this Section.

10. AMENDMENTS; WAIVER

No modification or amendment of this Waiver shall be effective unless in a writing signed by both parties. The failure of a party to enforce any provision of this Waiver shall not constitute a waiver of future enforcement of that or any other provision.

11. COUNTERPARTS

This Waiver may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Execution by electronic signature or scanned PDF of an original signature shall be binding.

12. GOVERNING LAW; SEVERABILITY; ENTIRE AGREEMENT

This Waiver shall be governed by and construed in accordance with the substantive laws of the jurisdiction selected by the parties: , without regard to its rules regarding conflicts of law.

If any provision of this Waiver is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect. This Waiver constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings and negotiations, whether written or oral.

13. ADDITIONAL ACKNOWLEDGMENTS

Releasor acknowledges that it has read this Waiver carefully, understands its terms, has had the opportunity to seek independent legal advice, and signs voluntarily and without duress.

Individual   Corporation/Entity   Other

Individual   Corporation/Entity   Other

The parties may initial here to confirm that the release includes unknown claims: Initials (Releasor):    Initials (Releasee):

Sign Now