Notice
Talks about why notice provisions matter, what information they typically include, and why.
Category
Boilerplate
Courses
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Force Majeure
Discusses the components of typical force majeure clauses, including the definition of a force majeure event, excusal of non-performance, and the parties’ obligations if an event occurs.
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Disclaimer of Implied Warranties
Discusses what implied warranties are and why sellers disclaim them in their agreements. Walks through a sample provision and explains which language is important to each party.
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Amendments and Waivers
Describes why agreements have amendment and waiver provisions, and the concepts and language these provisions generally include.
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Survival
Explains what survival clauses do, the reasons provisions in an agreement might need to survive, and the language typically used in these clauses. Also examines which sections of agreements are usually included in survival clauses.
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Assignment
Explains what assignment provisions do, why certain language is included, and how change of control relates to assignment.
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Counterparts
Explains what counterparts provisions are, why they’re used, and the main concepts these clauses typically include.
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Schedules and Exhibits
Discusses the types of information that parties put in schedules, and why schedules and exhibits clauses are used in agreements. Also looks at a sample clause.
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Entire Agreement
Explains the purpose of entire agreement clauses, when they become important, and the language they generally include.
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Severability
Discusses what a severability clause says, why parties include them in their agreements, and how these clauses are treated by courts.