Company Letterhead
{{company_name}}
{{company_address}}
Phone: {{phone}}
Email: {{email}}
Website: {{website}}
Covenant Not to Sue
This Covenant Not To Sue (hereinafter referred to as the 'Covenant') is made and entered into on this {{day}} day of {{month}}, {{year}}, by and between:
{{covenantor_company_name}}, a company duly incorporated under the laws of {{covenantor_jurisdiction}}, with its principal place of business at {{covenantor_address}} (hereinafter referred to as the 'Covenantor'); and
{{covenantee_company_name}}, a company duly incorporated under the laws of {{covenantee_jurisdiction}}, with its principal place of business at {{covenantee_address}} (hereinafter referred to as the 'Covenantee').
Collectively referred to as the 'Parties'.
Recitals
WHEREAS, a dispute has arisen between the Parties concerning {{description_of_dispute}} (hereinafter referred to as the 'Claim');
WHEREAS, the Parties wish to resolve the Claim amicably and avoid further litigation;
WHEREAS, in consideration of the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
Covenant Not To Sue
The Covenantor hereby irrevocably and unconditionally covenants not to initiate, file, or prosecute any action, suit, claim, demand, or proceeding, whether in law or in equity, against the Covenantee, its officers, directors, employees, agents, successors, and assigns, arising out of or in connection with the Claim defined above. This covenant expressly includes, but is not limited to, any claims for {{types_of_claims_waived}}.
Waiver and Release
To the fullest extent permitted by law, the Covenantor, on behalf of itself and its heirs, successors, and assigns, hereby releases and forever discharges the Covenantee from any and all claims, demands, damages, liabilities, costs, and expenses, of whatsoever nature, known or unknown, suspected or unsuspected, which the Covenantor ever had, now has, or hereafter may have against the Covenantee arising out of or relating to the Claim.
Consideration
In consideration for this Covenant Not to Sue, the Covenantee agrees to {{consideration_details_from_covenantee}}.
No Admission of Liability
It is expressly understood and agreed that this Covenant does not constitute an admission of liability or wrongdoing on the part of the Covenantee, who expressly denies any such liability or wrongdoing.
Governing Law and Jurisdiction
This Covenant shall be governed by and construed in accordance with the laws of {{governing_law_country}}, without regard to its conflict of laws principles. Any dispute arising out of or in connection with this Covenant shall be subject to the exclusive jurisdiction of the courts of {{jurisdiction_city}}, {{jurisdiction_country}}.
Entire Agreement
This Covenant constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, negotiations, and discussions, whether written or oral, relating thereto.
Severability
If any provision of this Covenant is held to be invalid or unenforceable, such provision shall be severed from this Covenant, and the remaining provisions shall remain in full force and effect.
Signatures
IN WITNESS WHEREOF, the Parties have executed this Covenant as of the date first written above.
For the Covenantor:
___________________________
Name: {{covenantor_signatory_name}}
Title: {{covenantor_signatory_title}}
For the Covenantee:
___________________________
Name: {{covenantee_signatory_name}}
Title: {{covenantee_signatory_title}}
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