Need help with contract clauses, but only got a few minutes?
An alphabetical, quick-access guide to all you need to know: The purpose and effect of common clauses, explaining the relevance of each, with illustrative examples.
Now covers:
The meaning of:
'Breach'
'Substantial' and 'material' in clauses for termination
'Beyond reasonable control' in force majeure cases
When a priority of terms clause will operate
Whether rules applying to penalties also apply to deposits
The legal effectiveness of 'no amendment' or 'no variation' clauses
Legal frameworks and how the courts will view such clauses during a dispute
New legislation such as the Consumer Rights Act 2015, the General Data Protection Regulations 2016 and the Trade Secrets Directive
Also includes:
A step-by-step commentary
Examples of best practice in different situations
Detailed notes on each type of boilerplate clause
A summary of relevant law, including statutory definitions and case law
Precedents available as electronic downloads
This title is included in Bloomsbury Professional's Company and Commercial Law online service.
Introduction;
Affiliates, group companies and subsidiaries;
Agency, partnership and joint venture (denials of);
Agents for service;
Agreeing to enter and signing an agreement (execution and signature block clauses);
Amendment or variation;
Announcements;
Appointment;
Arbitration, alternative dispute resolution and the use of experts;
Assignment and novation;
Auditing, inspection and records;
Best endeavours, reasonable endeavours and all reasonable endeavours;
Breach;
Capacity (and authority);
Charges;
Commencement date;
Completion;
Conditions precedent and subsequent;
Confidentiality;
Consent;
Consequences of termination (survival of terms);
Consultation;
Consumer contracts;
Contra proferentem;
Contracts (Rights of Third Parties) Act 1999;
Costs and expenses;
Counterparts (or duplicates);
Covenants;
Cumulative remedies;
Currency;
Data protection;
Date of agreement;
Deeds;
Definitions;
Deposits and part payments;
Disclaimers;
Entire and final agreement and acknowledgement of non-reliance;
Exclusive, non-exclusive and sole;
Exemption clauses;
Expiry and termination at will;
Force majeure;
Freedom of information;
Further assurance;
Good faith;
Indemnities;
Indexation (inflation);
Insolvency (termination for);
Insurance;
Intellectual property;
Interest;
Interpretation;
Joint and several liability;
Language;
Law and jurisdiction;
Months and other expressions of time;
Net sales value (or net invoice price);
Notices;
Option and right of first refusal;
Parties;
Payment terms;
Priority of terms;
Receipts;
Recitals;
Reporting;
Retention of title;
Schedules;
Set-off and retention;
Severance and invalidity;
Stamp duty (and Stamp Duty Land Tax);
Sub-contracting;
Subject to contract (and other denials of a legally-binding contract);
Successors and assigns;
Termination for breach;
Territory;
Time of the essence;
Title (or property) and risk;
Value Added Tax;
Waivers and releases;
Warranties;
Appendix Boilerplate Agreement.
