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# Escape Clause Agreement
**This Escape Clause Agreement** ("Agreement") is made and entered into on this ___ day of __________, 20__, by and between:
**Party A**: [Full Name or Company Name],
Address: [Complete Address],
Email: [Email Address],
Phone: [Phone Number].
AND
**Party B**: [Full Name or Company Name],
Address: [Complete Address],
Email: [Email Address],
Phone: [Phone Number].
**Recitals**
WHEREAS, Party A and Party B (collectively referred to as the "Parties") wish to enter into a legally binding agreement regarding [brief description of the primary agreement, e.g., lease of property, partnership terms, etc.] (the "Primary Agreement").
WHEREAS, the Parties recognize the necessity of having an escape clause to define the conditions under which either party may terminate the Primary Agreement without penalty or liability.
**Now, Therefore, in consideration of the mutual covenants and agreements contained herein, the Parties agree as follows:**
## 1. Definition of Escape Clause
The "Escape Clause" allows either Party to terminate the Primary Agreement under specified conditions without penalty.
## 2. Conditions for Termination
Either Party may terminate the Primary Agreement by providing written notice to the other Party under the following circumstances:
- **2.1**: Unforeseen circumstances or events, such as natural disasters, that make performance of the Primary Agreement impossible.
- **2.2**: Breach of contract by the other Party, provided that the breaching Party has failed to remedy the breach within ___ (number) days of receiving written notice of such breach.
- **2.3**: Change in regulations or laws that make the obligations of the Primary Agreement illegal or unfeasible, effective upon written notice.
## 3. Notice
Any notice required or permitted under this Agreement shall be in writing and shall be deemed to have been duly given:
- **3.1**: Upon personal delivery to the Party.
- **3.2**: Upon confirmation of receipt by the other Party when sent via certified mail, return receipt requested.
- **3.3**: Upon receipt by email, provided that a confirmation is sent back from the receiving Party.
## 4. Effect of Termination
Upon termination under this Escape Clause:
- **4.1**: All obligations of both Parties under the Primary Agreement shall cease immediately.
- **4.2**: Neither Party shall bear any further liabilities or obligations to the other Party without prejudice to any rights accrued prior to the date of termination.
## 5. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of __________.
## 6. Entire Agreement
This Agreement constitutes the entire understanding and agreement between the Parties regarding this Escape Clause and supersedes any prior discussions, representations, or agreements.
## 7. Amendment
This Agreement may only be amended or modified by a written document signed by both Parties.
## 8. Binding Effect
This Agreement shall be binding upon and inure to the benefit of the Parties and their respective heirs, legal representatives, and permitted assigns.
**IN WITNESS WHEREOF**, the Parties hereto have executed this Escape Clause Agreement as of the date first above written.
**Party A:**
_____________________________
[Name]
[Title/Position if applicable]
**Date:** ________________
**Party B:**
_____________________________
[Name]
[Title/Position if applicable]
**Date:** ________________
```
**Note**: Replace placeholder text with specific details relevant to your agreement. It is advisable to seek legal counsel for drafting and customizing legal documents.