Release of Liability
Secure your California CRE brokerage against misrepresentation and commission claims. Professional Release of Liability compliant with Cal. Civ. Code § 1550.
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In the high-stakes California commercial market, brokers face significant exposure to litigation regarding Triple Net (NNN) lease complexities, CAM charge discrepancies, and misrepresentation claims.... Read more
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In the high-stakes California commercial market, brokers face significant exposure to litigation regarding Triple Net (NNN) lease complexities, CAM charge discrepancies, and misrepresentation claims. Under California Civil Code § 1550 and § 1624, a written release is vital to define lawful consideration and the full scope of a liability waiver. This document helps mitigate risks associated with Tenant Improvement allowances and Letter of Intent (LOI) ambiguities, ensuring that after a deal closes or a relationship terminates, your commission and professional reputation remain protected from retrospective disputes.
Beyond the standard release of liability sections, this template adds fields specific to Commercial Real Estate Broker:
The core legal purpose of a Release of Liability is to protect one party (the Releasee) from legal claims or lawsuits from another party (the Releasor) related to the subject of the release, such as an activity, transaction, or event.
Lease liability issues
Including precise language in leases regarding responsibilities for maintenance, repairs, and liabilities to avoid disputes.
Misrepresentation claims
Detailed disclaimers in contracts stating that all representations are believed to be accurate but should be independently verified by clients.
Commission disputes
Clear agency agreements and commission schedules included in contracts outlining the fees and when they are earned.
For this release of liability to be legally valid:
Common mistakes to avoid:
Real Estate Settlement Procedures Act (RESPA)
Governs real estate transactions including commercial ones, ensuring transparency in settlement services.
Enforced by Consumer Financial Protection Bureau (CFPB)
Truth in Lending Act (TILA)
Regulates the disclosure of credit terms to protect against unfair billing and credit card practices, applicable when financing is involved in commercial real estate.
Enforced by Consumer Financial Protection Bureau (CFPB)
Uniform Commercial Code (UCC)
While not a federal regulation, UCC is widely adopted state-level legislation that governs commercial transactions including real estate deals.
Enforced by Various state governments
Recommended coverage: Errors & Omissions Insurance · General Liability Insurance · Professional Liability Insurance
In California, a general release does not typically extend to claims that the Releasor does not know or suspect to exist. To be fully protected against future commission disputes or lease liability, your release must specifically include a waiver of California Civil Code § 1542 rights, acknowledging that the client is intentionally releasing even unknown claims.
Yes, provided the Release Clause explicitly identifies these areas. Given that misrepresentation is a common liability, the document includes language stating that the client has performed independent due diligence and releases the broker from claims related to the accuracy of financial projections or CAM charge estimates.
Since California's AB 5 (Cal. Lab. Code § 2750.3) uses the ABC test for worker classification, it is critical that your release identifies the correct legal relationship. If you are releasing liability involving independent contractors or sub-brokers, ensuring the document aligns with California Labor Code requirements prevents misclassification claims from being excluded from the release's scope.
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