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 such a manner that would lead the other party to believe that a right has been relinquished. This is consistent with the general principle that waivers must be made knowingly and voluntarily. Georgia courts will look for clear, unequivocal evidence of a waiver. The presence of a non-waiver clause in a contract is significant, as it clarifies that the failure to enforce a right does not imply that the right is waived. Such clauses are enforceable under Georgia law and help prevent inadvertent waivers of contractual rights, especially in commercial and insurance contracts. However, even with a non-waiver provision, a party can still be found to have waived a right if its actions clearly demonstrate an intention to relinquish the right.