TERMINATION AGREEMENT

This Termination Agreement (“Agreement”) is executed on {{f1_date}} (“Effective Date”).

PARTIES

{{f2_name_of_party_a}}, a [company/LLP/partnership/individual; field type: TEXT], having its address at {{f3_address_of_party_a}} (“Party A”);

{{f4_name_of_party_b}}, a [company/LLP/partnership/individual; field type: TEXT], having its address at {{f5_address_of_party_b}} (“Party B”).

Party A and Party B are hereinafter individually referred to as a “Party” and collectively as the “Parties”.

1. BACKGROUND

1.1. The Parties entered into an agreement dated {{f6_date_of_original_agreement}}, titled {{f7_name_of_original_agreement}} (“Original Agreement”).

1.2. The Parties have mutually agreed to terminate the Original Agreement on the terms set out herein.

2. TERMINATION

2.1. The Original Agreement shall stand terminated in its entirety with effect from {{f8_termination_effective_date}} (“Termination Date”).

2.2. From the Termination Date, the Original Agreement shall have no further force or effect, except for clauses which expressly survive termination.

3. MUTUAL RELEASE

3.1. Each Party hereby irrevocably and unconditionally releases and discharges the other Party from all claims, demands, actions, liabilities, damages, costs, and expenses arising out of or in connection with the Original Agreement, whether known or unknown, up to the Termination Date.

3.2. This release shall not apply to:
(a) obligations expressly stated to survive termination;
(b) claims arising from fraud, wilful misconduct, or gross negligence.

4. SETTLEMENT OF DUES

4.1. The Parties confirm that:
(a) all payments due under the Original Agreement have been fully settled as of {{f9_date}}; OR
(b) the following amount remains payable:

Outstanding amount: INR {{f10_amount}}
Payable by: {{f11_party_name}}
Payment deadline: {{f12_date}}

4.2. Upon settlement of the above, no further monetary claims shall subsist between the Parties.

5. RETURN OF PROPERTY AND INFORMATION

5.1. Each Party shall, within {{f13_number}} days from the Termination Date, return or permanently destroy all property, documents, data, and confidential information belonging to the other Party.

5.2. No copies, extracts, or backups shall be retained, except as required by law.

6. CONFIDENTIALITY

6.1. The existence, terms, and subject matter of this Agreement and the Original Agreement shall remain strictly confidential.

6.2. Confidentiality obligations shall survive termination for 5 (five) years.

7. NON-ADMISSION

7.1. This Agreement is entered into as a commercial settlement and does not constitute an admission of liability, wrongdoing, or breach by either Party.

8. NO FURTHER OBLIGATIONS

8.1. Except as expressly stated herein, neither Party shall have any further rights, duties, or obligations towards the other arising from the Original Agreement.

9. INDEMNITY

9.1. Each Party shall indemnify the other against losses arising from breach of this Agreement or breach of surviving obligations under the Original Agreement.

10. GOVERNING LAW AND DISPUTE RESOLUTION

10.1. This Agreement shall be governed by and construed in accordance with the laws of India.

10.2. Any dispute arising out of or in connection with this Agreement shall be finally resolved by arbitration under the Arbitration and Conciliation Act, 1996.

Seat and venue of arbitration: {{f14_city_india}}
Language: English.

10.3. Subject to arbitration, courts at {{f15_city_india}} shall have exclusive jurisdiction.

11. SEVERABILITY

11.1. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.

12. ENTIRE AGREEMENT

12.1. This Agreement constitutes the entire understanding between the Parties with respect to termination of the Original Agreement and supersedes all prior discussions.

13. AMENDMENT

13.1. Any amendment shall be valid only if made in writing and signed by both Parties.

14. EXECUTION

14.1. This Agreement may be executed in counterparts and electronically, each of which shall be deemed an original.

IN WITNESS WHEREOF, the Parties have executed this Agreement on the date first written above.

For Party A
Name: {{f16_name}}
Designation: {{f17_designation}}
Signature: _______________________
Date: {{f18_date}}

For Party B
Name: {{f19_name}}
Designation: {{f20_designation}}
Signature: _______________________
Date: {{f21_date}}

Termination Agreement

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