FINAL WAIVER AND RELEASE BY SUBCONTRACTOR/SUPPLIER

For and in consideration of the payment of $____________ previously paid unto _____________________, and for other good and valuable consideration of the additional amount of $_______________ hereby acknowledged to being received by _______________________, the said _____________________, does hereby waive, release, and relinquish against _____________________, and any of affiliates of said entity from any and all rights, claims, demands, liens, claims for relief, causes of action and the like, whether arising out of the undersigned performing work, supplying labor, and furnishing materials pursuant to a subcontract or purchase order which it had with ________________________, in connection with construction of the project known as _______________________________ located in or near _________________, West Virginia.

Use of the term ________________________ shall be deemed to mean and refer to __________________, and its agents, representatives, employees, directors, and all others acting on their behalf.

This Waiver and Release applies to all facts, acts, events, circumstances, changes, constructive or actual delays, accelerations, extra work, disruptions, interferences and the like which have occurred, or may be claimed to have occurred, prior to the date of this Waiver and Release, whether or not known to the undersigned as the same relate to and involve any work performed, labor supplied, and materials furnished by the undersigned pursuant to any subcontract or purchase order which the undersigned had with _________________________________ on said project but not including any work performed, labor supplied, and materials furnished by the undersigned pursuant to any subcontract or purchase order which the undersigned had with ______________________ (or its subcontractor) on said project the undersigned’s claim against ________________, and ___________________ in the amount of _____________ having been previously satisfied, discharged, and released.

This Waiver and Release is freely and voluntarily given, and the undersigned acknowledges, warrants and represents that it has fully reviewed the terms and conditions of this Waiver and Release, that is fully informed with respect to the legal effect of this Waiver and Release in return for the payment recited above.

The undersigned further represents that all of its obligations -- legal, equitable or otherwise - related to or arising out of it having performed work, supplied labor, and furnished materials on the above-referenced project, have been fully paid and satisfied, including, but not limited to, the following:

Employees, laborers, materialmen and subcontractors employed by the undersigned;

Labor, materials, equipment and supplies furnished by others to the undersigned; and

Sales and use taxes, social security taxes, income-tax withholding, unemployment insurance obligations, privilege taxes, license fees,
and any other taxes and obligations imposed by governmental authorities.

With respect to the foregoing representations and warranties, the undersigned does hereby agree to indemnify and hold harmless ______________, its payment and performance bond surety, if any, the Owner, and any others, against whom a claim is asserted by virtue of involvement or relationship with them, from any and all claims, damages, losses, expenses and the like, which they may incur as a result of any claim being made that the undersigned has not fully paid for all labor, materials and expenses incurred in connection with
it having performed work, supplied labor, and furnished materials on the Project, including reasonable attorneys’ fees, court or arbitration costs, and expert witness and consultant fees expended in connection with the defense of any such claim.

The undersigned further agrees that the making and receipt of payment and execution of this Waiver and Release shall in no way release the undersigned from its continuing obligations with respect to the completion of any work remaining undone, punch list work, warranty and guaranty work, and any other obligations of the undersigned to ____________________ through its subcontractor _________________. Moreover, if the undersigned has furnished a bond in connection with the performance of its work, the surety for the undersigned does hereby consent to and agree to be bound by the terms and conditions of this Waiver and Release and does hereby agree to guarantee the performance of the undersigned with respect to each and every term and condition of this Waiver and Release and to continue in effect the obligations assumed with respect to the original subcontract or purchase order between the undersigned and __________________.

 

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