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Deed Of Termination And Release Template for Philippines

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Key Requirements PROMPT example:

Deed Of Termination And Release

"I need a Deed of Termination and Release under Philippine law to end a software development agreement with our contractor effective March 1, 2025, including mutual releases and provisions for the return of source code and confidential information."

Document background
The Deed of Termination and Release is a crucial legal instrument used in the Philippines when parties wish to formally end their contractual relationship while ensuring legal certainty and protection for all involved. It's particularly relevant when parties need to document the clean break of their business relationship, settle any outstanding obligations, and prevent future claims. This document type combines both the termination of the original agreement and comprehensive mutual releases, making it especially useful in complex commercial relationships or when significant rights and obligations are involved. The deed must comply with Philippine civil law requirements, including proper execution as a deed and notarization. It's commonly used in situations ranging from employment terminations to commercial contract conclusions, joint venture dissolutions, and service agreement terminations.
Suggested Sections

1. Parties: Identifies all parties to the deed, including their full legal names, addresses, and registration details if companies

2. Background: Recitals explaining the context, including reference to the original agreement, reason for termination, and confirmation that parties wish to terminate

3. Definitions: Key terms used in the deed, including 'Original Agreement', 'Effective Date', 'Release', etc.

4. Termination: Clear statement that the Original Agreement is terminated and the effective date of termination

5. Mutual Release: Mutual releases from all claims, liabilities, and obligations under the Original Agreement

6. Return of Property: Obligations regarding return or destruction of confidential information and property

7. Payment and Settlement: Details of any final payments or settlements between the parties

8. Acknowledgments: Parties' acknowledgments regarding the termination and release

9. General Provisions: Standard boilerplate provisions including governing law, entire agreement, and counterparts

10. Execution: Formal execution blocks for signing as a deed with witness attestation

Optional Sections

1. Surviving Provisions: Used when certain provisions of the original agreement need to survive termination (e.g., confidentiality, intellectual property)

2. Tax Provisions: Include when there are tax implications or requirements that need to be addressed

3. Transition Arrangements: When parties need specific arrangements for smooth transition post-termination

4. Third Party Rights: Include when termination affects rights of third parties or requires third party consents

5. Non-Disparagement: Optional mutual commitments not to disparage each other after termination

6. Further Assurance: Include when additional actions may be needed post-termination to give full effect to the deed

Suggested Schedules

1. Original Agreement: Copy of the agreement being terminated

2. Settlement Terms: Detailed breakdown of any financial settlements or payment terms

3. Surviving Obligations: List of specific obligations that survive termination

4. Property Register: List of property/materials to be returned or destroyed

5. Release Exceptions: List of any specific claims or rights excluded from the general release

Authors

Alex Denne

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

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