# Fraudulent Misrepresentation Agreement
**This Agreement** is made and entered into as of [Date], by and between:
**[Party A]**
Address: [Party A Address]
Email: [Party A Email]
(Hereinafter referred to as "Party A")
AND
**[Party B]**
Address: [Party B Address]
Email: [Party B Email]
(Hereinafter referred to as "Party B")
## Recitals
WHEREAS, Party A has represented and warranted certain statements to Party B regarding [describe the subject matter, e.g., the financial status of a business, quality of goods, etc.];
WHEREAS, Party B has relied upon these representations made by Party A;
WHEREAS, it has come to light that these representations were false and misleading, constituting fraudulent misrepresentation;
NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, the parties agree as follows:
## 1. Definitions
1.1 **Fraudulent Misrepresentation**: Any false statement or representation made by Party A with the intent to deceive Party B, which was relied upon by Party B to their detriment.
## 2. Representations and Warranties
2.1 Party A represents and warrants that the statements made regarding [specify subject matter] were true to the best of their knowledge at the time of representation.
2.2 Party A acknowledges that these representations were made fraudulently and were untrue.
## 3. Indemnification
3.1 Party A agrees to indemnify and hold harmless Party B from any loss, damages, or expenses arising out of the fraudulent misrepresentations made by Party A.
## 4. Damages
4.1 In the event that Party B suffers any losses as a result of Party A’s fraudulent misrepresentation, Party A agrees to compensate Party B for such losses, including but not limited to:
- Direct damages
- Consequential damages
- Legal fees incurred in pursuing claims related to the misrepresentation
## 5. Governing Law
5.1 This Agreement shall be governed by and construed in accordance with the laws of the State of [State].
## 6. Miscellaneous
6.1 **Entire Agreement**: This Agreement constitutes the entire understanding between the parties with respect to the subject matter herein and supersedes all prior discussions and agreements.
6.2 **Amendments**: This Agreement may only be amended or modified in writing signed by both parties.
6.3 **Severability**: If any provision of this Agreement is found to be unenforceable, the remaining provisions shall continue to be valid and enforceable.
## IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written.
_____________________________
**[Party A Name]**
[Title, if applicable]
_____________________________
**[Party B Name]**
[Title, if applicable]
**Date:** _____________________
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**Disclaimer**: This template is provided for informational purposes only and does not constitute legal advice. Consult with a qualified attorney to ensure that any agreement conforms to applicable laws and meets the specific needs of the parties involved.