General release of liability
This General Release of Liability (the “Release”) is made as of [Effective date] between:
[Releasor full legal name], of [Releasor address] (the “Releasor”); and
[Releasee legal name], of [Releasee address] (the “Releasee”).
Background
On or about [Incident date], [Description of incident, for example a collision in the parking lot at Address that damaged the Releasor's vehicle] (the “Incident”). The Releasor has made or may make claims against the Releasee relating to the Incident. The Releasee denies liability. The parties wish to settle all claims relating to the Incident on the terms of this Release, without admitting fault.
1. Settlement payment
The Releasee will pay the Releasor [Settlement amount] [Currency] (the “Settlement Payment”) by [bank transfer / cheque payable to Payee name] within [10] business days after receiving this Release signed by the Releasor, together with any tax or payment details reasonably required.
The Releasor acknowledges that the Settlement Payment is full and fair consideration for this Release and that no further payment will be made for the Incident.
2. Release
In exchange for the Settlement Payment, the Releasor, for themselves and their heirs, executors, administrators, successors, assigns, insurers and anyone claiming through them, releases and forever discharges the Releasee and its past and present owners, directors, officers, employees, agents, insurers, affiliates, successors and assigns (together, the “Released Parties”) from all claims, demands, actions, causes of action, damages, costs, expenses, interest and liabilities of every kind, whether known or unknown, suspected or unsuspected, that the Releasor now has or may later have arising from or relating to the Incident, including claims for property damage, bodily injury, medical expenses, loss of income, and pain and suffering (the “Released Claims”).
3. Unknown claims
The Releasor understands that injuries, damages or losses relating to the Incident may exist that are not yet known, or may be more serious than now believed, and intends this Release to cover them. The Releasor accepts that risk.
For residents of California and any other place with a similar law, the Releasor expressly waives the benefit of California Civil Code section 1542, which states: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
4. What is not released
This Release does not release: (a) the Releasee's obligation to pay the Settlement Payment and to comply with this Release; (b) claims that arise from events after the date of this Release; or (c) claims that cannot be released by law.
5. Covenant not to sue
The Releasor will not start or continue any lawsuit, claim, complaint or proceeding against any Released Party for any Released Claim. If the Releasor has already started one, the Releasor will dismiss or discontinue it, without costs, within [10] days after receiving the Settlement Payment. This Release may be filed with a court as a complete defence to any Released Claim.
6. No admission
This Release is a compromise of disputed claims. It is not an admission of liability or fault by any Released Party, and it may not be used as evidence of liability, except in a proceeding to enforce it.
7. Liens, subrogation and third parties
The Releasor confirms that they have not assigned or transferred any Released Claim to anyone. The Releasor is responsible for paying, from the Settlement Payment, any lien, subrogation claim or reimbursement right of an insurer, health plan, government program or medical provider relating to the Incident, and will indemnify the Released Parties against those claims. Where applicable, the parties will take any steps required by public health insurance or Medicare secondary payer rules.
8. Taxes
Each party is responsible for its own taxes, if any, arising from the Settlement Payment. The Releasee may issue any tax form the law requires.
9. Confidentiality
[The parties will keep the amount of the Settlement Payment confidential, except for disclosure to their lawyers, accountants, insurers, immediate family, or as required by law.] [This Release is not confidential.]
10. Releasor's acknowledgements
The Releasor confirms that they: are of legal age and have the capacity to sign this Release; have read and understood it; have had the opportunity to obtain independent legal advice; are not relying on any statement or promise not written in this Release; and are signing it voluntarily, knowing that it gives up legal rights.
If the Releasor is signing on behalf of a business or an estate, they confirm they are authorized to do so.
11. Costs
Each party will pay its own legal fees and costs relating to the Incident and this Release.
12. Governing law and disputes
This Release is governed by the laws of [Province or state] and the federal laws of [Country] that apply there, without regard to conflict-of-laws rules that would apply the law of another place.
If a dispute arises, the Releasor and the Releasee will first try in good faith to resolve it by discussion between people with authority to settle it, for at least 30 days after one of them gives written notice describing the dispute. If the dispute is not resolved in that time, either of them may start proceedings in the courts located in [City, Province or state], and each submits to the non-exclusive jurisdiction of those courts.
Nothing in this section prevents anyone from seeking urgent injunctive or other interim relief from any court with jurisdiction to protect confidential information, intellectual property or property, or to prevent irreparable harm.
13. Notices
Any notice under this Release must be in writing and delivered by hand, by courier, by registered mail, or by email to the address shown in the signature block or another address given by notice.
A notice is received: when delivered, if delivered by hand or courier on a business day before 5:00 PM local time at the place of receipt, and otherwise on the next business day; on the fifth business day after mailing, if sent by registered mail; and when sent, if sent by email before 5:00 PM local time of the recipient on a business day with no automated message that it was not delivered, and otherwise on the next business day.
Routine operational communications may be sent by any reasonable means, but a notice of breach, termination or a claim must also be sent by a method listed above.
14. Entire agreement and general terms
Entire agreement. This Release, including any schedules and documents it expressly refers to, is the entire agreement about its subject matter and replaces all earlier discussions, proposals and agreements about that subject matter, whether written or oral.
Amendments and waivers. A change to this Release is effective only if it is in writing and signed by each party. A failure or delay in enforcing a right is not a waiver of it, and a waiver of one breach is not a waiver of any other breach.
Assignment. No party may assign this Release without the prior written consent of the others, which will not be unreasonably withheld, except that an organization may assign it without consent to a successor to all or substantially all of its relevant business or assets by giving written notice. This Release binds and benefits the parties and their permitted successors and assigns.
Severability. If any provision is found invalid or unenforceable, it will be limited or removed to the minimum extent necessary, and the rest of this Release stays in full force.
Interpretation. Headings are for convenience only. The words “including” and “includes” mean “including without limitation”. Amounts are in [Currency] unless stated otherwise. A reference to a law includes any amendment or replacement of it.
Language. The parties have expressly required that this Release and all related documents be drawn up in English. Les parties ont expressément exigé que la présente entente et tous les documents connexes soient rédigés en anglais.
15. Counterparts and electronic signatures
This Release may be signed in any number of counterparts, each of which is an original and all of which together form one document.
The parties agree that this Release may be signed and delivered electronically, including through an electronic signature service such as eSora Sign. An electronic signature, and a signed copy delivered by email or as a PDF, has the same legal effect as a handwritten signature on a paper original, to the extent permitted by applicable law, including the U.S. Electronic Signatures in Global and National Commerce Act (ESIGN) and the Uniform Electronic Transactions Act (UETA) as adopted in the relevant state, Part 2 of the Personal Information Protection and Electronic Documents Act (PIPEDA), and provincial electronic commerce legislation in Canada.
Each party consents to receive this Release and related notices electronically, and agrees that the electronic record of the signing process, including any certificate of completion and audit trail, may be used as evidence that this Release was signed and of when it was signed.
Signatures
By signing below, the Releasor confirms that they have read this Release, understand that it gives up legal rights, including rights to claim for injuries or losses not yet known, and sign it voluntarily. The Releasee confirms its agreement to pay the Settlement Payment.
RELEASOR
Name: ______________________________
Signature: ______________________________
Date: ______________________________
Email for notices: ______________________________
RELEASEE
Organization: [Legal name of organization]
Name: ______________________________
Title: ______________________________
Signature: ______________________________
Date: ______________________________
Email for notices: ______________________________