Category: Clause types

Most important points An indemnity clause obliges one contracting party (debtor) to indemnify the other party (creditor) against certain third-party claims, i.e. to pay damages ...

Most important points Limitation of liability clauses are used to limit the liability of a contracting party for possible damages, e.g. through liability caps, exclusion ...

Most important points A non-compete clause is a contractual clause that prohibits one party from competing with another party, either during the term of the ...

Definition An arbitration clause is a complex contractual provision that implements the basic principle of alternative dispute resolution by an arbitration tribunal. It enables contracting ...

A warranty disclaimer is a contractual agreement that excludes or limits the statutory warranty rights of the buyer or client in whole or in part. ...

A protective clause, also known as a severability clause, is a contractual provision that is intended to ensure the validity of the entire contract in ...

A non-solicitation clause is a contractual agreement that prohibits one party from poaching or hiring employees from the other party. Such clauses are particularly relevant ...

A customer protection clause is a contractual agreement that prohibits one party from poaching the other party's customers or entering into business contact with them. ...

A jurisdiction agreement is a contractual clause in which the parties specify which court is to have jurisdiction to decide on disputes arising from the ...

Force majeure is a legal term used in contracts to release the parties from their performance obligations if unforeseeable, extraordinary events make it impossible or ...

An arbitration clause is a contractual agreement by which the parties establish the jurisdiction of an arbitration court to decide disputes arising from the contract. ...

A duration clause is a contractual provision that specifies the duration of a contract. It defines the period for which the parties are bound by ...

A contractual penalty clause is a contractual agreement according to which a party is obliged to pay a fine or provide another service if it ...

A change of control clause is a contractual provision that specifies the legal consequences in the event of a significant change in ownership or control ...

A no-solicitation clause, also known as a non-solicitation provision, is a contractual provision commonly used in business purchase agreements, merger agreements and other commercial transactions. ...

A reverse break-up fee is a contractual provision in mergers and acquisitions (M&A) in which the buyer undertakes to pay a fixed sum to the ...

A break-up fee, also known as a termination fee, is a contractual provision in mergers and acquisitions (M&A) that requires a party to pay a ...

An earn-out is a contractual clause in company sales or mergers that links part of the purchase price to the future performance of the company ...

A go-shop provision is a clause in mergers and acquisitions (M&A) that allows the seller or target company to actively search for alternative, potentially better ...

A Material Adverse Change (MAC) clause, also known as a Material Adverse Effect (MAE) clause, is a contractual provision often used in company purchase agreements, ...