Partial Waiver And Release Of Claims For Payment for Canada

Partial Waiver And Release Of Claims For Payment Template for Canada

This Canadian legal document serves as a formal partial release of claims in exchange for payment, allowing one party to release specific claims against another while preserving others. It complies with federal and provincial requirements, including specific considerations for Quebec civil law where applicable. The document includes detailed sections on released and preserved claims, consideration amounts, and representations and warranties, while maintaining certain rights for future claims. It's particularly important in construction and development projects where partial payments and progressive releases are common, but is also widely used across various industries for resolving partial payment disputes.

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What is a Partial Waiver And Release Of Claims For Payment?

The Partial Waiver And Release Of Claims For Payment is a critical document in Canadian business transactions where parties wish to resolve certain claims while maintaining others. It's commonly used in situations involving progress payments, partial settlements, or phased completion of projects. The document must comply with provincial legislation, including construction lien acts, limitation periods, and in Quebec, civil law requirements. It's particularly valuable in construction projects, professional service agreements, and commercial contracts where partial payments are made against ongoing work or services. The document typically includes specific details about the payment amount, released claims, preserved claims, and necessary representations and warranties. It serves as a risk management tool by providing clarity on which claims are being released and which remain actionable, helping prevent future disputes while facilitating current payment processing.

What sections should be included in a Partial Waiver And Release Of Claims For Payment?

1. Parties: Identifies all parties to the release, including the releasing party and the released party(ies)

2. Background: Describes the context of the relationship between the parties, the original contract or situation, and the circumstances leading to this partial release

3. Definitions: Defines key terms used in the document, particularly 'Claims', 'Released Claims', 'Preserved Claims', and 'Payment Amount'

4. Consideration: Specifies the payment amount or other consideration being provided in exchange for the partial release

5. Released Claims: Detailed description of which specific claims, rights, and causes of action are being released

6. Preserved Claims: Explicit listing of claims that are not being released and are preserved for future action

7. Representations and Warranties: Statements by the releasing party regarding their authority to release claims and that they haven't assigned the claims to others

8. Execution: Signature blocks and execution requirements

What sections are optional to include in a Partial Waiver And Release Of Claims For Payment?

1. Confidentiality: Include when the parties wish to keep the terms of the release confidential

2. Non-Disparagement: Include when parties want to prevent negative statements about each other

3. Further Assurances: Include when additional documentation or actions might be needed in the future

4. Governing Law and Jurisdiction: Include when parties are in different jurisdictions or specific court jurisdiction needs to be established

5. No Admission of Liability: Include when the released party wants to explicitly state that the release doesn't constitute admission of wrongdoing

6. Revival of Claims: Include when there's a need to address what happens if the payment is reversed or agreement breached

What schedules should be included in a Partial Waiver And Release Of Claims For Payment?

1. Schedule A - Payment Details: Detailed breakdown of the payment amount, including any installments or conditions

2. Schedule B - Specific Released Claims: Itemized list of specific claims, invoices, or matters being released

3. Schedule C - Preserved Claims: Detailed list of specific claims being preserved

4. Appendix 1 - Original Contract Reference: Copy or reference to the original contract or agreement related to the claims

5. Appendix 2 - Supporting Documents: Any relevant supporting documentation referenced in the release

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Canada

Publisher

Genie AI

Document Type

Release of Lien

Cost

Free to use
Relevant legal definitions
Relevant Industries

Construction

Real Estate Development

Professional Services

Manufacturing

Engineering

Technology Services

Infrastructure

Energy

Mining

Healthcare

Education

Transportation

Telecommunications

Relevant Teams

Legal

Finance

Operations

Project Management

Risk Management

Procurement

Accounts Payable

Compliance

Commercial

Construction Management

Contract Administration

Relevant Roles

Contract Manager

Project Manager

Legal Counsel

Chief Financial Officer

Construction Manager

Claims Manager

Risk Manager

Commercial Director

Finance Director

Operations Manager

Procurement Manager

General Counsel

Account Executive

Project Coordinator

Construction Superintendent

Financial Controller

Compliance Officer

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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