Court or arbitration?
An important question in cross-border contracting is (or should be) whether or not to settle disputes by means of court proceedings (for which you would
No-subcontracting clauses
The no-subcontracting permitted clause is often included by way of a miscellaneous provision. Often not very thoughtfully, since the service provider or seller may probably
Further assurances – duty to cooperate
A frequently used boilerplate clause is commonly referred to as “further assurances” and addresses the parties’ duty to cooperate in certain aspects. Especially in a
Opting out of the Vienna Convention CISG on international sale of goods
Many contracts opt out of the applicability of the ‘Vienna Convention‘[1]. Most lawyers do this ‘because everyone does’ and many opt out even if it
Confidentiality agreements: the exceptions
A properly drafted confidentiality clause also addresses the exceptions, usually four of a kind, sometimes split into five or even six (addressing the same matters);
Warranties in ordinary course contracts
Lawyers often know what to focus on in drafting and negotiating warranties in M&A transactions. But when they start working as in-house counsel, they need
Arbitration clauses: points of attention
All arbitration institutes provide for a model arbitration clause, which you are recommended to include in your agreement if you choose that institute. If you
Ad hoc arbitration or administered by an institute?
When drafting a dispute resolution provision geared towards arbitration, you might wonder whether you need an arbitration institute and which arbitration provision you should include.
Interpretation clauses addressing gender
Similar to my previous post, large agreements sometimes include a statement that the obligations referring to a gender are not intended to exclude the other
