- Consideration
- Something of value exchanged by each party — money, services, or a promise — that makes a contract legally binding.
- Indemnification
- A contractual obligation by one party to compensate the other for specified losses, damages, or liabilities.
- Limitation of liability
- A clause that caps the total financial exposure of a party for claims arising under the agreement.
- Liquidated damages
- A pre-agreed sum specified in the contract as compensation for a specific breach, avoiding the need to prove actual loss.
- Recitals
- The introductory 'whereas' clauses that describe the background and purpose of the agreement without creating obligations.
- Boilerplate
- Standard clauses found in most contracts — governing law, severability, entire agreement, force majeure — that define how the contract operates.
- Severability
- A clause stating that if one provision is found unenforceable, the rest of the agreement remains in effect.
- Force majeure
- A clause excusing a party from performance when extraordinary events outside their control — natural disasters, pandemics, war — make it impossible.
- Entire agreement clause
- A clause confirming that the written contract supersedes all prior negotiations, representations, and agreements between the parties.
- Material breach
- A serious failure to perform a core obligation that gives the other party the right to terminate the agreement and seek damages.
- Non-solicitation
- A contractual restriction preventing a party from recruiting the other party's employees or poaching their customers.