Clause guide
Survival Clause clause: meaning, risks, and what to negotiate
Specifies which contract obligations continue after termination.
What it means
Some obligations, like confidentiality or payment obligations, should continue even after the contract ends.
Common risks
- • Too many obligations may survive termination.
- • Key protections may accidentally expire.
- • The clause may be overly broad.
What to check before signing
- • Which obligations survive termination?
- • Are confidentiality or liability clauses included?
- • Is the survival scope reasonable?
Negotiation ideas
- • Limit survival to necessary clauses only.
- • Specify survival periods where appropriate.
- • Ensure confidentiality survives termination.
Example clause
“Sections relating to confidentiality, payment obligations, and limitation of liability shall survive termination of this Agreement.”
Frequently asked questions
What does survival mean in contracts?
It means certain obligations remain enforceable even after the agreement ends.
Related clauses
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