Agreement between two parties to pause (toll) the running of a statute of limitations, preserving both parties' rights while they pursue settlement negotiations or other pre-litigation resolution.
The Tolling Agreement is a ready-to-use legal & compliance template you can send for signature in minutes. It is written for 2 signers (party a and party b) and, by default, expires 30 days after it is sent if left unsigned. It covers tolling, statute of limitations, litigation, settlement, negotiation, dispute resolution. Like every Abundera Sign template it is a convenience draft structured for ESIGN Act and UETA compliance, not a substitute for legal advice. Each signed copy is sealed with PAdES-LTA digital signatures, dual RFC 3161 timestamps, and a tamper-evident evidence package in WORM storage.
Document Preview
# Tolling Agreement This Tolling Agreement ("Agreement") is entered into as of ___________ by and between: **Party A:** ___________, a ___________ organized under the laws of ___________, with its principal place of business or residence at ___________ ("Party A"); and **Party B:** ___________, a ___________ organized under the laws of ___________, with its principal place of business or residence at ___________ ("Party B"). Party A and Party B are each a "Party" and together the "Parties." --- ## Recitals WHEREAS, a dispute has arisen between the Parties relating to ___________ (the "Dispute"); WHEREAS, the Parties wish to pursue good-faith discussions and, if possible, resolution of the Dispute without litigation; WHEREAS, the Parties desire to toll and suspend the running of any applicable statutes of limitations and other time-based defenses to preserve each Party's legal rights during the period of negotiations; NOW, THEREFORE, in consideration of the mutual covenants set forth herein and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the Parties agree as follows: --- ## 1. Tolling Period **1.1 Commencement.** The tolling period under this Agreement shall commence on ___________ ("Effective Date"). **1.2 Expiration.** Unless sooner terminated pursuant to Section 2, the tolling period shall expire on ___________ ("Initial Expiration Date"), at 11:59 p.m. local time in ___________. **1.3 Extension.** The Parties may extend the tolling period beyond the Initial Expiration Date by written agreement signed by both Parties before the then-current expiration date. ## 2. Termination **2.1 Early Termination.** Either Party may terminate this Agreement at any time by providing not less than ___________ calendar days' prior written notice to the other Party. Termination shall be effective upon expiration of the notice period. **2.2 Effect of Termination.** Upon termination or expiration of this Agreement, the statute of limitations and other time-based periods that were tolled shall resume running. The time elapsed before the Effective Date shall be counted toward any applicable limitation period, but the duration of the Tolling Period shall not be counted. ## 3. Scope of Tolling