Legal Liens Waiver

LEGAL LIENS WAIVER

This Legal Liens Waiver (the "Waiver") is made on the day of , by and between Claimant Name: (the "Claimant") and Payor Name: (the "Payor").

RECITALS

WHEREAS, Claimant has performed or furnished certain labor, services, materials or equipment in connection with the project identified as Project Name: located at Project Address: (the "Project");

WHEREAS, the Payor has agreed to pay Claimant certain sums for such labor, services, materials or equipment pursuant to a contract or agreement between the parties or their principals; and

WHEREAS, the parties desire to document the release or waiver of lien, stop notice, bond claim or similar rights otherwise available under applicable law to the extent set forth below.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. DEFINITIONS

For purposes of this Waiver, the following terms shall have the meanings set forth: "Claimant" means the party identified above who has furnished labor, materials or services; "Payor" means the party identified above who has contracted to pay for same; "Payment" means the sum described in Section 2 and confirmed as received under the conditions set forth in this Waiver.

2. PAYMENT DETAILS AND WAIVER TYPE

Claimant acknowledges receipt of payment in the amount of Payment Amount: for labor, materials or services provided through Payment Date: . Invoice / Reference: .

Select the applicable waiver type (select one):

3. SCOPE OF RELEASE

Upon the conditions applicable to the selected waiver type, Claimant hereby releases, remises and forever discharges the Payor, the owner of the Project and their respective successors, assigns, agents and representatives from any and all claims, demands, liens, stops, bond rights, causes of action or liabilities for labor, services, materials or equipment furnished to the Project through the Payment Date, to the extent of the Payment. This Waiver does not release claims for retainage, disputed items expressly reserved in writing hereunder, or future work performed after the Payment Date unless expressly set forth in additional written instruments.

4. REPRESENTATIONS AND WARRANTIES

Claimant represents and warrants that: (a) it has full authority to execute this Waiver; (b) all labor, materials and services described have been provided by Claimant or on Claimant's behalf; (c) to Claimant's actual knowledge, no other party has a claim for the amounts identified herein except as disclosed in writing to Payor prior to execution; and (d) this Waiver is not made in fraud or in restraint of any rights of third parties except as set forth herein.

5. INDEMNITY

Claimant agrees to indemnify and hold harmless the Payor and owner from and against any loss, costs, damages, expenses (including reasonable attorneys' fees) or liabilities arising out of any claim, lien or demand asserted by Claimant or by any subcontractor, supplier or laborer engaged by Claimant to the extent such claim relates to amounts that have been waived hereunder or to Claimant's breach of any representation or warranty in this Waiver.

6. NOTICES

All notices under this Waiver shall be in writing and delivered by hand, nationally recognized overnight courier, or certified mail, return receipt requested, to the addresses set forth above or such other address as either party may designate by written notice.

7. AMENDMENTS AND WAIVER

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

8. GOVERNING LAW

This Waiver shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law principles.

9. ENTIRE AGREEMENT

This Waiver constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written.

10. SEVERABILITY

If any provision of this Waiver is held to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

11. COUNTERPARTS; ELECTRONIC SIGNATURES

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. Signatures transmitted by facsimile, e-mail in portable document format (.pdf) or other electronic means shall be deemed original signatures for all purposes.

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