Neither the owner nor the volunteers of Surrogate
Mothers claim to be an attorney, lawyer, or have any experience in the
This is a sample agreement for a embryo donation arrangement.
Because each embryo donation arrangement is unique, we do not recommend
this sample agreement as your actual embryo donation contract, but,
as a template or draft for discussion among the parties involved in the
arrangement and their legal counsel.
This sample agreement should not under any circumstance be used as
substitute for legal representation for any party involved.
Reproduction or copying of this contract on
any other website, or
for commercial/professional use without direct permission of Surrogate
Mother's Online is strictly prohibited.
AGREEMENT is made by and
between ___________________ and _______________, the EMBRYO DONOR
(also referred to herein as “DONORS”), and
________________________ the EMBRYO DONOR RECIPIENTS, (also
herein as “INTENDED PARENTS” and/or “RECIPIENTS”) (all of the
collectively referred to herein as the “Parties” or “Party”).
The purpose of this Agreement is to define and outline the terms,
responsibilities of the Parties desire to have the Donors donate
embryos to the Intended Parents, including the transfer of all
property, parental, and other rights and responsibilities to such
conceive a child or children who shall be recognized as the Intended
child(ren) for all intents and purposes. It is understood and
the embryos, once transferred to the Intended Parents, may be utilized
themselves for transfers to the Intended Mother, or may be transferred
surrogate mother on behalf of the Intended Parents.
By our signatures below, this Agreement defines our complete and final
Agreement concerning the transfer of full rights and responsibilities
(hereinafter referred to as the “Donation”) in embryos from the Donors
Recipients, future disposition of said embryos by Recipients once the
has occurred, and future contact of Donors and/or their children, if
any child(ren) subsequently born as a result of the Donation described
REPRESENTATIONS AND WARRANTIES
The Donors are a legally married couple, have no relationship by blood
marriage to the Recipients, are both over the age of eighteen (18)
are desirous of entering into the following Agreement. The Donors
that they have received no financial gain from the Donation described
herein. The Donors further warrant that to the best of their
all representations, either oral or written, made to any professional,
or party in connection with this Agreement are true, correct, and
complete. It is understood that embryos identified in this
shall be transferred to the Recipients for the purpose of achieving a
and carrying a pregnancy to term.
The Donors specifically warrant, by their signatures below, that the
were created with donor ova through _________(), and the Donor
Husband’s sperm. The Donors further warrant, by their
that the egg donor
contract, if any, they signed with their anonymous egg donor
through __ contained a specific
stating that they maintain the exclusive right to donate any resulting
embryo(s) to a third-party without the Egg Donor’s written or verbal
or specifically warrant that no legal contract between the Donors and
original Egg Donor existed to limit the donation of said embryo(s) to a
The Recipients are a legally married couple, have no relationship by
marriage to the Donors, are both over the age of eighteen (18) years,
desirous of entering into the following Agreement. The Recipients
that they have made no financial offer to the Donors for the Donation
described herein. The Donors further warrant that to the best of
abilities, all representations, either oral or written, made to any
professional, entity, or party in connection with this Agreement are
correct, and complete.
The Donors agree not to form and hereby do not desire to establish a
relationship with any Child born pursuant to this Agreement.
they believe and intend that the Child is morally, ethically and
of the Recipients.
All Parties have been advised and understand that assisted reproductive
an “unsettled” area of the law, and as such, no warranties can be made
regarding legislative changes that could affect this embryo donation
arrangement. In addition, no warranties have been or can be made
the ultimate cost, liability or obligation of any Party that may result
any legislative or judicial order and/or decision related to the
IT IS EXPRESSLY UNDERSTOOD
AND AGREED THAT THIS EMBRYO DONATION AGREEMENT IN NO WAY CONSTITUTES
FOR GENETIC MATERIAL, A CHILD OR THE RELINQUISHMENT OF A CHILD.
The Parties have been
specifically advised by their respective counsel that there is no
warranty by any professional associated with this donation arrangement
regarding the following: (1) That the Donors will in fact
healthy, viable embryos; (2) that a child(ren), if conceived, will be a
physically and mentally healthy child free of birth or congenital
that the Donors will comply with the terms and provisions of this
that the Recipients will comply with the terms and provisions of this
for purposes of this
Agreement refer to ( ) embryos which are currently cryopreserved
“CLINIC OF ORIGIN” for purposes of this Agreement refers to
_____________________________ the medical clinic where the in vitro
resulting in the Embryos described above.
“TREATING CLINIC” for purposes of this Agreement shall be
____________________________________________, the medical clinic
the Recipients which has agreed to maintain custody of the embryos from
Donors, and to perform the medical procedures necessary to facilitate a
transfer of said donated Embryos to the Recipient Mother, as well as
associated storage or other necessary care for said Embryos. It
understood and agreed by the Parties that the Recipients may later
different Treating Clinic, if desired or necessary, and transfer
Embryos to the new Treating Clinic at their expense.
“DONATION” for purposes of this
shall be defined as occurring at the point in time that the Donors
physical custody of the Embryos at the Treating Clinic, which shall be
one (1) month from the date this Agreement is executed. Embryos
released to the physical custody of the Recipients under the direction
supervision of ______________________. Such Donation shall
complete and final shift of all legal and other rights,
risks for Embryos from Donors to Recipients.
“GENETIC SIBLINGS” for purposes of this Agreement shall be defined as
existing children of the Donors, who were born as a result of prior
transfers through _____________________________.
“RESULTING CHILDREN”, if any, for purposes of this Agreement, shall
one or more children born from the direct result of Recipient’s use of
Embryos described herein. Such conception is anticipated to occur
following Donation of Embryos from Donors to Recipients. It is
and agreed that the Resulting Children will be genetically related to
Genetic Siblings described above.
NOW THEREFORE, in consideration of the mutual promises contained herein
with the intentions of being legally bound hereby, WITHOUT the
of any form of valuable consideration, the Parties agree as follows:
4. ASSUMPTION OF RIGHTS
The Recipients shall
assume, from the date the actual Donation occurs, all legal rights,
and risks, including but not limited to financial obligations, for
The Recipients agree to
assume reasonable charges, if any, related to the cryopreservation of
Embryos from the date of Donation until they are used.
The Recipients shall assume
the legal and parental responsibilities for any Resulting Child,
abnormality or defect. This affirmation shall extend to the use
Embryos, including any Resulting Children born as a result of an
error on the part of the Treating Clinic or_________.
is the responsibility of the Recipients to consult with appropriate
professionals and/or a geneticist, if desired, as to the risk of
and/or defects and therefore hold the Donors harmless for any potential
abnormalities and/or defect(s).
A child(ren) born pursuant
to this Agreement shall maintain rights of inheritance tied solely to
The relinquishment of
rights contained herein is final and irrevocable. The Donors
understand that said waiver shall prohibit any legal action on their
bring a suit to establish parenthood, custody, guardianship or
including in the event of the Recipients’ disability or death.
The Parties shall maintain
mutual respect for each other’s privacy with respect to the details of
Agreement. Genetic Siblings and/or Resulting Children may
informed of the details of this Agreement only after prior notification
In the event that one or more Resulting Children are born from the
donated, the Parties agree that the Recipients shall assume and shall
entitled to all rights and responsibilities described above. The
further understand and agree that should further legal action on the
any Party be necessary or advisable to facilitate the establishment of
Recipient’s parental rights, and/or the termination of the Donor’s
rights (to the extent any are recognized), each of the Parties agree to
LACK OF VALUABLE CONSIDERATION
By their signatures below, the Parties hereby certify that no payment,
or kind, has been offered or accepted as consideration for Donating the
to Recipients and/or for transferring Donor’s rights and
Embryos to Recipients.
MEDICAL SCREENING AND PROCEDURES
The Recipients accept and take full and complete legal responsibility
completion and adequacy of any and all physical exam(s), medical
screening with respect to the formation of the Embryos (except
The Recipients shall be financially responsible for any and all medical
expenses relating to the medical testing and screening, all medication
surgical procedures, laboratory fees, pharmaceutical costs, collection
procedures, etc., with respect to their own transfer of Embryos and
shall be paid directly by them in accordance with the terms and
RELEASE OF LIABILITY
The attorneys in this matter have specifically advised their respective
that it is the independent responsibility of each Party to this matter
assess and obtain adequate medical advice and/or information required
matter. Said attorneys are therefore hereby not
responsible for any medical advice and/or information which may or
been given to the Parties regarding the conduct contemplated by this
Agreement. Informed consent for all medical testing and
procedures is the
individual responsibility of the Parties and the attending physicians.
The Recipients specifically release Donors from any and all liability
out of the condition of the Embryos. Donors agree to cooperate
provide all necessary documentation required to verify the total number
Embryos prepared for Donation and facilitate the transfer of said
The Recipients agree to take every precaution reasonable and practical
properly preserve and care for Embryos following Donation, to include
reasonable supervision of the proper care and maintenance of Embryos by
medical facilities until the transfer is complete.
The Donors acknowledge that the Embryos, once thawed, shall be
the Intended, Recipient Mother and/or a surrogate mother, at the advice
discretion of the Treating Clinic’s physicians. The Donors
acknowledge that the transfer of more than one (1) embryo could lead to
multiple pregnancy, which may increase the risk of the pregnancy and
Resulting Children. The Recipients release the Donors from any
regarding the outcome of any procedure related to the thaw and transfer
embryos, as well as any subsequent decisions regarding the termination
pregnancy and/or the selective reduction of a multiple pregnancy.
acknowledged that the Recipients shall have the exclusive right to
pregnancy, once achieved.
Recipients represent that they have been provided with a health history
statement by the Donors with respect to genetic and/or inheritable
which could affect the Resulting Children in this matter.
accept the embryo(s) in their current state and condition.
Donors agree to provide the Recipients (through respective counsel),
request, any other medical information limited to that necessary for
care of the pregnancy and/or Resulting Children, if any. Donors
furnish available written documentation concerning said medical
Recipients represent that no material medical conditions are known to
either Recipient Mother or Father that has not already been fully
Recipients. Recipients further warrant that they carry health
for themselves and for any Resulting Children who may be born to them,
DISPOSITION OF EMBRYOS
The Parties agree that Embryos may
transferred to the uterus of the Recipient Mother and/or a surrogate
as many cycles as necessary or desired to achieve a
complete their family.
The Parties agree that remaining Embryos not otherwise used for
embryo transfer procedures may NOT be destroyed or donated to medical
of any kind. Instead, is the mutual intent of the Parties to have
excess embryos not utilized by the Recipients
In the event that both Recipients should die after the Donation but
remaining Embryos are utilized, the Embryos shall revert back to the
of the Donors, and the Donors shall then assume responsibility for the
disposition of the Embryos thereafter.
Recipients and Donors agree to maintain and produce for each other and
Genetic Siblings and/or Resulting Children, if any, all MATERIAL
information reasonably expected to be relevant to medical care of
It is the intent of this Agreement that disclosures applicable to this
may continue indefinitely at the discretion of the subject individuals.
Donors and Recipients agree that any future contact, if any, will be at
mutual discretion of all Parties to this Agreement. It is agreed
intended that every effort will be made to ensure that the cooperative
of the Parties’ venture is supported by this Agreement. Future
between the Parties, if any, shall be made through respective counsel
initiating any direct contact between the Parties.
The parties agree, at a minimum, to send at least one (1) holiday photo
Donors every year of the Resulting Child(ren) and/or family. In
the Parties agree to mutually exchange any change of address and/or
number independently between the Parties. Such obligation shall
serially as each Resulting Child reaches the age of Eighteen
Recipients shall be financially responsible for any legal fees
the preparation of this Agreement as well as providing full legal
______ prior to the transfer of Embryos in this matter.
Recipients shall further be financially responsible for any reasonable
fees incurred by the Donors in their review of this Agreement with
counsel of their choice, if desired.
By their signatures below, the Donors specifically warrant that they
the opportunity to obtain any additional information or counsel they
regarding the terms of this Agreement.
WAIVER OF CONFLICT
It is understood and agreed that the Recipients shall contribute Two
and Fifty Dollars ($250.00) towards the legal representation of the
All Parties understand that when one party’s attorney is suggested by,
by or paid by the other party, this creates a potential conflict of
interest. In other words, in such circumstances, Donor’s attorney
be induced to favor the Recipients rather than vigorously representing
Donor. The Parties have been advised of this potential conflict
interest and informed that they have the right to consult with and pay
attorney of her choosing. With full knowledge of these facts, all
hereby waive the potential conflict of interest. All Parties
and warrant, pursuant to their respective legal consultations, that
been fully informed of and fully understand the terms of this Agreement
conditions, duties, rights and responsibilities that arise under the
PRIVACY AND CONFIDENTIALITY
The Parties agree that they will not provide nor allow to be provided
information to the public, news media, or any other individual
details of the specific embryo donation arrangement contemplated herein
identifying information regarding any Party herein (including, but not
to, names, vocations, place of residence and/or personal
without written permission of the other Party. Further, the
that no Party will write any articles, books or other written material
media and published in any form without the prior written permission of
other Parties. This provision further prohibits any Party from
the terms of this Agreement and/or the circumstances surrounding the
of any Resulting Children, if any, to any third person, entity,
Genetic Siblings and/or Resulting Children, without the mutual consent
In the event litigation arises out of this Agreement, the Parties agree
they, their attorney, their heirs and representatives shall make all
maintain such confidentiality as is intended by this Agreement as to
general public and as to each other, including, but not limited to,
that court records be sealed, requesting the court to invoke gag
requesting the court in its procedures and in the conducting of
maintain confidential the identity of the Parties.
In the event of a breach of this Agreement, it is understood that all
may utilize all remedies available in law and equity.
Any violation of an express warranty contained herein shall constitute
material breach. The continued performance of an aggrieved party
following a material breach shall not constitute a waiver, and all
accruing or retained by the aggrieved Party shall remain in full force
In the event a material breach is subject to cure, and said cure is
effectuated, the continued performance of an aggrieved party shall
constitute a waiver.
The Parties enter into this Agreement with the expectation that it will
legally enforceable in accordance with its terms. In the event
any of the
terms contained herein are deemed invalid or unenforceable, it is the
intent of the Parties to allow this Agreement to represent their
fact” and be bound by its terms to the extent and breadth permitted by
law. Any provision deemed invalid shall be severable from the
of this Agreement and shall not cause the entire invalidity of this
AMENDMENT. This Agreement shall be amended only by a
addendum signed by all the parties.
EXECUTION OF AGREEMENT. This Agreement may be executed with the Parties
in “counterpart” whereby the Donors sign one original copy and the
sign another copy of this Agreement. Upon execution in
counterpart form, both
sets of original, executed copies of this Agreement shall be deemed to
constitute one instrument. The original of the respective
shall be maintained by the Attorney for the Recipients for the benefit
ENTIRE AGREEMENT. This Agreement sets forth the entire Agreement
the Parties. All agreements, covenants, representations and
expressed and implied, oral and written, of the Parties are contained
herein. No other agreements, covenants, representations, nor
or implied, oral or written, have been made by any Party to the
respect of this Agreement. All prior and contemporaneous
negotiations, possible and alleged agreements, representations,
warranties with respect to this Agreement are waived, merged and
superseded. This is an integrated Agreement.
DRAFTING PARTY/CAPTIONS. No provision of this Agreement is to be
interpreted for or against any Party because that Party or that Party's
attorney, or agent drafted the provisions. The captions, headings
section designations are for the convenience of the Parties only and
meant to limit the context or content of the paragraphs.
SEVERABILITY AND SURVIVAL. In the event any of the provisions,
sentences or entire Paragraphs, of this Agreement are deemed to be
unenforceable, the same shall be deemed severable from the remainder of
Agreement. If such provision shall be deemed invalid due to its
breadth such provision shall be deemed valid to the extent of the scope
breadth permitted by law. All terms that by their sense and
intended to survive the termination of this Agreement, including by not
to, any rights conferred, representations or warranties made and any
assumed by any Party to this Agreement and any jurisdictional or
provisions shall survive the termination or expiration of this
FREE AND VOLUNTARY EXECUTION. Each Party acknowledges that it
understands the Agreement and its legal effect and that it is signing
freely and voluntarily and that no Party has any reason to believe that
other Parties did not freely and voluntarily execute this Agreement.
The Parties agree to mediate any
dispute or claim
arising between them out of this Agreement or any resulting transaction
resorting to arbitration or court action. Mediation shall be
resolve the dispute or claim via an impartial, neutral mediator who is
authorized by the Parties to facilitate the resolution of the dispute,
is not empowered to impose a settlement on the Parties. Mediation
if any, shall be divided equally between the Parties.
Except as set forth in Section G(i) above, in the event of any dispute,
controversy or claim arising out of or relating in any manner to the
or the interpretation, enforceability, performance, breach ,
validity hereof, including, without limitation, this Section G (A
either party may submit the Dispute to be finally settled by binding
arbitration, by a single arbitrator, unless otherwise required by law,
held in_________________, under the rules of the American Arbitration
Association (“AAA”) as then in effect (the “Rules”). The arbitrator
selected by mutual agreement of the parties within thirty (30) days of
effective date of the notice initiating the arbitration. If the
cannot agree on an arbitrator, then the complaining party shall notify
request selection of an arbitrator in accordance with the Rules.
The arbitrator shall have only such authority to award equitable
damages, costs, and fees as a court would have for the particular
asserted. The fees and expenses of any arbitration (including the
and expenses of the arbitrator, attorneys and expert witnesses) shall
by the party primarily losing the arbitration, as identified by the
The arbitrator shall have exclusive authority to resolve all Disputes,
including, but not limited to, any claim or allegation that all or any
this Agreement is void or unenforceable. The decision of the
shall be final, conclusive and binding on the parties to the
judgment may be entered on the decision of the arbitrator in any court
jurisdiction. The arbitrator shall apply ______________law to the
of any dispute or claim, without reference to rules of conflicts of
The Parties may apply to any court of competent jurisdiction for a
restraining order, preliminary injunction, or other interim or
relief, as necessary, without breach of this arbitration agreement and
abridgment of the powers of the arbitrator.
All proceedings and all documents prepared in connection with any
be confidential and, unless otherwise required by law, the subject
shall not be disclosed to any person other than the parties to the
their attorneys, witnesses and experts, the arbitrator, and, if
court and court staff. All documents filed with the arbitrator or
court shall be filed under seal. The parties shall stipulate to
arbitration and court orders necessary to effectuate fully the
this subsection concerning confidentiality.
In the event that any Party commences an arbitration or court action
based on a
Dispute without attempting to resolve the matter through mediation,
addition to any other remedies available at law or in equity, in the
of the arbitrators or judge, that Party shall not be entitled to
attorney's fees, even if they would otherwise be available and/or
that Party in any such arbitration or court action.
NO AGENCY, PARTNERSHIP, EMPLOYMENT OR JOINT VENTURE. No agency,
partnership, employment or joint venture is created or intended to be
by the Parties.
TAXATION. None of the attorneys representing any of the Parties
matter have offered advice on taxation. The Parties have been
specifically advised to consult independent counsel regarding tax
CHOICE OF LAW AND JURISDICTION. This Agreement has been drafted
executed in _______________________ and shall be governed by, construed
enforced in accordance with the laws of the State of ___________________
NOTICE. Any notice to be made to any other Party to this
be made through their respective attorneys.
TIME IS OF THE ESSENCE. Time is of the essence in this
ACKNOWLEDGMENTS. All Parties, by signing below, acknowledge that
have carefully read and understand the provisions of this
of the Parties agree to all terms herein and have executed this
freely, voluntarily and without undue duress or influence.
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