A waiver of contract occurs when a party to a contract waives or gives up one or more rights or benefits it has under the terms of the contract. A party generally does not waive its rights unless the waiver is made voluntarily and with knowledge of the rights being waived—known as a “knowing and voluntary relinquishment of rights.”

Contracts often include a non-waiver paragraph or provision stating that a party’s (or the parties’) failure to pursue or exercise certain rights under the contract does not constitute a waiver of those or other rights under the contract. Such non-waiver provisions are common in insurance contracts and other commercial contracts.

In Georgia, a waiver of contract is recognized when a party intentionally relinquishes a known right or conducts itself in a manner that warrants an inference of the relinquishment of such right. This must be a voluntary act and the party waiving the right must have full knowledge of their right to enforce the terms of the contract. Georgia courts generally uphold non-waiver provisions in contracts, which specify that the failure to enforce or exercise any rights or remedies under the contract does not result in a waiver of those rights at any future time. Such provisions are indeed common in various types of contracts, including insurance and commercial agreements, to prevent any misunderstanding that might arise from a party not promptly enforcing a right or remedy. It is important for parties to a contract to understand that any waiver should be clearly expressed and made in writing to avoid disputes about whether a waiver was intended and to comply with any statutory requirements for waivers.