Mutual Release Of Purchase Agreement for Philippines

Mutual Release Of Purchase Agreement Template for Philippines

A Mutual Release of Purchase Agreement under Philippine law is a formal legal document that terminates an existing purchase agreement by mutual consent of the parties involved. It releases both parties from their respective obligations and responsibilities under the original agreement, while also protecting them from future claims related to the terminated agreement. The document must comply with the Civil Code of the Philippines and related commercial laws, particularly regarding contract termination and mutual agreements. It typically includes provisions for the settlement of any outstanding obligations, return of properties or documents if applicable, and mutual releases from future claims or liabilities.

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What is a Mutual Release Of Purchase Agreement?

The Mutual Release of Purchase Agreement is a critical document used when parties to an existing purchase agreement mutually decide to terminate their contractual relationship. This document is particularly relevant in the Philippine business context, where it must align with local contract law requirements, including the Civil Code of the Philippines and the Code of Commerce. It's commonly used when business circumstances change, making the original purchase agreement no longer viable or desirable for both parties, or when parties wish to formalize the completion of a transaction with mutual releases. The document serves to prevent future disputes by clearly documenting the parties' agreement to terminate their obligations, settle any outstanding matters, and release each other from future claims. It's essential in situations ranging from real estate transactions to commercial goods purchases, providing legal certainty and closure for all parties involved.

What sections should be included in a Mutual Release Of Purchase Agreement?

1. Parties: Identifies and defines all parties to the release agreement

2. Background: Recitals describing the original purchase agreement, its key terms, and the circumstances leading to this mutual release

3. Definitions: Defines key terms used throughout the document, including references to the original agreement and related documents

4. Acknowledgment of Original Agreement: Confirms the existence and validity of the original purchase agreement and its current status

5. Mutual Release: Core provision detailing the mutual release of claims, rights, and obligations under the original agreement

6. Consideration: Specifies any consideration being exchanged for the mutual release

7. Representations and Warranties: Each party's assertions regarding their authority to enter into the release and the absence of prior assignments or transfers of rights

8. Confidentiality: Provisions regarding the confidentiality of the original agreement and this release

9. Governing Law: Specifies Philippine law as the governing law and jurisdiction for any disputes

10. Execution: Signature blocks and execution requirements

What sections are optional to include in a Mutual Release Of Purchase Agreement?

1. Return of Property: Include when there are physical assets or documents that need to be returned between parties

2. Outstanding Payments: Include when there are any final payments or adjustments to be made between the parties

3. Third Party Rights: Include when the release needs to address the rights of third parties affected by the original agreement

4. Tax Provisions: Include when there are specific tax implications that need to be addressed

5. Survival of Terms: Include when certain terms from the original agreement need to survive the release

6. Dispute Resolution: Include when parties want to specify alternative dispute resolution methods for any future conflicts

7. Non-Disparagement: Include when parties wish to include provisions against making negative statements about each other

What schedules should be included in a Mutual Release Of Purchase Agreement?

1. Schedule A - Original Purchase Agreement: Copy or summary of the original purchase agreement being released

2. Schedule B - Settlement Statement: Detailed statement of any financial settlements or adjustments between the parties

3. Schedule C - Released Claims: Specific list of claims being released, if any

4. Schedule D - Retained Rights: List of any rights or obligations that survive the release

5. Appendix 1 - Property List: Inventory of any property or assets being returned or transferred

6. Appendix 2 - Required Consents: List of any third-party consents obtained or required for 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

Philippines

Publisher

Genie AI

Document Type

Release Agreement

Cost

Free to use
Relevant Industries

Real Estate

Manufacturing

Retail

Technology

Construction

Agriculture

Professional Services

Healthcare

Energy

Transportation and Logistics

Consumer Goods

Industrial Equipment

Relevant Teams

Legal

Procurement

Sales

Commercial

Risk Management

Compliance

Finance

Operations

Corporate Secretariat

Business Development

Contract Administration

Relevant Roles

Legal Counsel

Contract Manager

Business Development Manager

Chief Legal Officer

Chief Executive Officer

Procurement Manager

Sales Director

Commercial Director

Risk Manager

Compliance Officer

General Manager

Operations Director

Chief Financial Officer

Corporate Secretary

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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