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 Florida, a waiver of contract rights must be a knowing and voluntary relinquishment of those rights. This means that the party waiving the rights must do so with full awareness and intention. Florida courts generally uphold waivers if they are clear and unambiguous, and if the waiving party had the capacity and opportunity to understand the implications of the waiver. Non-waiver clauses are also recognized and enforceable in Florida. These clauses specify that the failure to enforce a right or provision does not amount to a waiver of that right or any future rights under the contract. Such provisions help parties avoid unintended waivers and are particularly common in insurance and commercial contracts. However, even with a non-waiver clause, a party can still be found to have waived a right if their conduct consistently demonstrates an intention to relinquish that right.