Lien Waiver Draft

LIEN WAIVER DRAFT

This Lien Waiver Draft is made as of by and between Claimant Name: , whose principal place of business is at (hereinafter "Claimant"), and Obligor Name: , located at (hereinafter "Obligor").

RECITALS

WHEREAS, Claimant provided labor, materials, or services in connection with the improvement of certain real property known as: (the "Property") for the project described as: (the "Project");

WHEREAS, Claimant and Obligor entered into a contract dated (the "Contract") pursuant to which Claimant furnished labor, materials or services; and

WHEREAS, payment in the amount of has been invoiced as Invoice No.: , dated , and the parties desire to set forth the waiver of lien rights as provided below.

NOW, THEREFORE

In consideration of the mutual covenants and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties agree as follows:

1. DEFINITIONS

For purposes of this Lien Waiver Draft: "Claimant" means the party identified above who furnished labor, materials or services; "Obligor" means the party obligated to make payment under the Contract; "Payment" means the amount identified in this document that is the consideration for the waiver.

2. TYPE OF WAIVER

Claimant selects the applicable form of waiver below by checking the corresponding box. Only one box should be checked. Selecting a box constitutes Claimant's representation that the conditions stated for that waiver type have been satisfied.

Conditional Waiver on Progress Payment — this waiver becomes effective only upon actual receipt and clear availability of the Payment indicated above and, until such time, does not operate as an unconditional release of lien rights. Conditional Waiver on Final Payment — this waiver becomes effective only upon actual receipt and clear availability of the final Payment and releases lien rights for all work performed through the date of this waiver subject to the condition precedent of actual payment. Unconditional Waiver on Final Payment — Claimant acknowledges receipt of the Payment and unconditionally waives and releases all lien rights, claims and causes of action arising out of or related to the Contract for labor, materials or services through the date of this waiver.

3. WAIVER AND RELEASE

Upon satisfaction of the condition(s) applicable to the selected waiver type, Claimant hereby waives, releases and relinquishes any and all lien rights, stop notice rights, bond claims, claims for payment and other security interests against the Property, the Project funds, and Obligor arising out of or relating to labor, materials or services furnished by Claimant through the date of this waiver, except as expressly reserved in Section 4 below.

4. EXCEPTIONS

This waiver does not affect claims or rights for: (a) amounts not included on the invoice identified above; (b) retainage identified as withheld in the Contract; (c) claims arising from change orders not yet approved in writing by Obligor; and (d) amounts for which Claimant provides written notice of dispute on or before the date hereof in the field below.

5. REPRESENTATIONS AND WARRANTIES

Claimant represents and warrants that: (a) it is authorized to execute this waiver and no assignment or lien has been granted inconsistent with this waiver; (b) all work, labor, materials and services for which this waiver applies were furnished by Claimant or by entities for whom Claimant is responsible; and (c) there are no existing liens, claims or encumbrances against the Property arising from Claimant's work except as disclosed in Section 4.

6. PAYMENT ACKNOWLEDGMENT

If Claimant has checked an unconditional waiver box, Claimant acknowledges receipt of Payment in the amount of , received on and agrees that this payment fully satisfies Claimant's rights for all work performed through the date of this waiver except for amounts described in Section 4.

7. INDEMNITY

Claimant shall indemnify, defend and hold harmless Obligor and the Property owner from and against any claim, liability, loss or expense (including reasonable attorneys' fees) arising from any lien or claim asserted by Claimant or by any subcontractor, supplier or laborer retained by Claimant to the extent such lien or claim relates to work or materials covered by this waiver.

8. NOTICES

All notices required or permitted under this document shall be in writing and delivered to the parties at the addresses set forth below by hand, certified mail, or overnight courier and shall be effective upon receipt.

9. GOVERNING LAW

This Lien Waiver Draft shall be governed by and construed in accordance with the laws of the state in which the Property is located. Venue for any action arising out of this instrument shall be in the appropriate state or federal court located therein.

10. ENTIRE AGREEMENT; SEVERABILITY; AMENDMENTS

This document constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior understandings and agreements. If any provision is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. This instrument may be amended only by a written document signed by both parties.

11. WAIVER; COUNTERPARTS

No waiver of any breach or default shall be deemed a waiver of any subsequent breach. This document 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.

12. CERTIFICATION

By executing below, Claimant certifies under penalty of perjury (where applicable) that the facts stated in this waiver are true and correct to the best of Claimant's knowledge, that the person signing on behalf of Claimant is authorized to do so, and that Claimant has complied with all legal requirements for asserting and releasing lien rights as applicable to the Project and jurisdiction.

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