Continuing effect clause: Copy, customize, and use instantly
Introduction
A continuing effect clause ensures that certain provisions of an agreement will remain in force even after the termination or expiration of the agreement itself. This clause is often used to maintain obligations that are necessary for the post-termination period, such as confidentiality, dispute resolution, or payment obligations. It provides clarity that some terms will continue to apply even when the contractual relationship has ended.
Below are templates for continuing effect clauses tailored to different scenarios. Copy, customize, and insert them into your agreement.
Standard continuing effect clause
This version ensures that certain provisions continue after the agreement ends.
The provisions of this Agreement, including but not limited to [specify provisions], shall remain in full force and effect even after the termination or expiration of this Agreement.
Continuing effect clause with specific obligations
This version specifies which obligations continue after the agreement ends.
The following obligations shall survive the termination or expiration of this Agreement: [specify obligations], including but not limited to payment obligations, confidentiality obligations, and indemnification obligations. These provisions shall remain in full force for a period of [specified period] after termination.
Continuing effect clause with indemnity provisions
This version applies to indemnity obligations after termination.
The indemnification provisions in this Agreement shall continue to be enforceable for [specified period] after termination or expiration of this Agreement. The parties agree that any claims arising during this period shall still be subject to the indemnification obligations outlined herein.
Continuing effect clause with confidentiality
This version specifies that confidentiality obligations continue after the agreement ends.
The confidentiality provisions in this Agreement shall remain in full force and effect for [specified period] after the termination or expiration of this Agreement, regardless of the reason for termination.
Continuing effect clause with dispute resolution
This version applies to dispute resolution provisions after the agreement ends.
Notwithstanding the termination of this Agreement, the dispute resolution provisions set forth in [section name] shall continue to apply for any disputes that arise out of or in connection with this Agreement, even after its termination.
Continuing effect clause for intellectual property
This version specifies that intellectual property rights survive after the agreement ends.
The intellectual property provisions, including any licenses granted under this Agreement, shall continue in full force and effect after the termination or expiration of this Agreement, for as long as necessary to protect the intellectual property rights.
Continuing effect clause with specific term length
This version applies for a specific term after termination.
The provisions of this Agreement relating to [specify provisions] shall remain in full force and effect for a period of [specified period] following the termination or expiration of this Agreement, regardless of the cause of termination.
Continuing effect clause for outstanding payments
This version applies to payments owed after termination.
Any outstanding payment obligations under this Agreement shall survive the termination or expiration of this Agreement and shall be payable in accordance with the terms outlined herein, until the full amount due is paid.
Continuing effect clause with limitation of liability
This version applies to liability clauses that survive after termination.
The limitation of liability provisions in this Agreement shall continue to apply after the termination or expiration of this Agreement, for any claims arising out of or in connection with this Agreement.
Continuing effect clause for force majeure
This version applies to force majeure events that continue after termination.
In the event of a force majeure event that persists after the termination or expiration of this Agreement, the parties shall continue to be bound by the force majeure provisions for as long as the event impacts the ability to perform obligations under this Agreement.
Continuing effect clause for non-compete obligations
This version applies to non-compete provisions that survive after the agreement ends.
The non-compete obligations under this Agreement shall continue to apply for [specified period] after the termination or expiration of this Agreement, regardless of the reason for termination, and the parties shall remain bound by the terms of the non-compete for the specified period.
Continuing effect clause for customer data protection
This version applies to data protection obligations that continue after termination.
The data protection and confidentiality provisions regarding customer information, as specified in [section name], shall remain in full force and effect for [specified period] after the termination or expiration of this Agreement.
Continuing effect clause for non-solicitation
This version applies to non-solicitation obligations after the agreement ends.
The non-solicitation provisions set forth in [section name] shall survive the termination or expiration of this Agreement for a period of [specified period], and the parties shall continue to comply with the non-solicitation obligations during this period.
Continuing effect clause for force majeure obligations
This version applies to force majeure events that persist after termination.
If a force majeure event has caused a delay or suspension of obligations under this Agreement at the time of its termination, the relevant obligations will remain suspended for the duration of the event, even after the termination or expiration of this Agreement.
Continuing effect clause for assignment and transfer
This version applies to assignment or transfer rights after termination.
Any rights to assign or transfer obligations under this Agreement shall remain in effect for [specified period] after the termination or expiration of this Agreement, subject to the terms outlined in [section name].
Continuing effect clause for warranties
This version applies to warranties that survive after termination.
The warranties provided in this Agreement, specifically those regarding [specify products or services], shall continue in full force for a period of [specified period] after the termination or expiration of this Agreement, notwithstanding its termination.
Continuing effect clause for post-termination compliance
This version applies to compliance obligations after the agreement ends.
Following the termination of this Agreement, the Borrower shall continue to comply with all regulatory requirements and compliance obligations set forth in this Agreement for a period of [specified period] after termination, or until the obligations are fulfilled, whichever is later.
Continuing effect clause for indemnity obligations
This version applies to indemnification obligations that survive after termination.
The indemnity provisions outlined in [section name] shall continue in full force and effect after the termination or expiration of this Agreement, covering any claims arising from events occurring during the term of this Agreement.
Continuing effect clause for provision of services post-termination
This version applies to the provision of services after termination.
The service provisions outlined in [section name] will continue to apply for a period of [specified period] after the termination or expiration of this Agreement, during which the service provider shall complete any pending services.
Continuing effect clause for confidentiality in transactions
This version applies to confidentiality clauses after the termination of a transaction.
The confidentiality provisions shall remain in effect for a period of [specified period] following the termination or expiration of this Agreement, or until such information becomes publicly available through no fault of the disclosing party.
Continuing effect clause for maintenance of insurance coverage
This version applies to insurance coverage after the agreement ends.
The Borrower shall maintain the insurance coverage required under this Agreement for a period of [specified period] after the termination or expiration of this Agreement, to ensure coverage for any liabilities arising during the term of this Agreement.
Continuing effect clause for accounting records retention
This version applies to the retention of accounting records after termination.
The accounting and financial records pertaining to this Agreement shall be retained by the Borrower for [specified period] following the termination or expiration of this Agreement, as required by law or for audit purposes.
Continuing effect clause for employee non-disclosure
This version applies to employee non-disclosure agreements after termination.
The non-disclosure obligations regarding employee information shall continue to be binding on the parties for a period of [specified period] after the termination or expiration of this Agreement, even if the employee no longer works for the party that originally made the disclosure.
Continuing effect clause for regulatory compliance post-termination
This version applies to regulatory compliance after termination.
The Borrower shall continue to comply with all relevant regulatory requirements specified in [section name] for [specified period] following the termination or expiration of this Agreement, with compliance reports to be submitted periodically as required.
Continuing effect clause for disputed amounts
This version applies to disputed amounts after termination.
Any disputed amounts or claims arising under this Agreement shall remain subject to the terms of this Agreement, and the resolution process will continue in effect even after the termination or expiration of this Agreement, until the disputes are fully resolved.
Continuing effect clause for records and audit rights
This version applies to records and audit rights after termination.
The auditing provisions of this Agreement shall continue to apply after the termination or expiration of this Agreement for a period of [specified period], allowing the auditing party to access records for inspection or audit purposes during this period.
Continuing effect clause for obligations upon change of control
This version applies to obligations following a change of control.
In the event of a change of control of the Borrower, the continuing effect obligations under [specify section] shall remain in full force and effect, ensuring that the obligations are carried out as specified, regardless of the change in control.
Continuing effect clause for intellectual property rights
This version applies to intellectual property rights after termination.
The intellectual property rights granted or protected under this Agreement shall remain in effect for [specified period] after the termination or expiration of this Agreement, to ensure protection of the intellectual property related to this Agreement.
Continuing effect clause for maintenance of confidentiality agreements
This version applies to confidentiality agreements that survive after termination.
The confidentiality agreements executed by the parties shall remain in full force for a period of [specified period] after the termination or expiration of this Agreement, even after the Agreement has ended.
Continuing effect clause for ongoing financial obligations
This version applies to ongoing financial obligations after termination.
Any financial obligations owed by the Borrower to the Lender under this Agreement shall survive its termination or expiration and will remain enforceable until the full amount due is paid.
Continuing effect clause for post-termination cooperation
This version applies to cooperation after termination.
The parties agree to cooperate fully for a period of [specified period] after the termination of this Agreement, to resolve any outstanding matters, including but not limited to claims, disputes, or compliance requirements.
Continuing effect clause for environmental obligations
This version applies to environmental obligations after termination.
The Borrower’s environmental obligations under this Agreement shall survive its termination or expiration for a period of [specified period], with all necessary measures to address any environmental impacts continuing to apply.
Continuing effect clause for post-termination dispute resolution
This version applies to dispute resolution mechanisms after the agreement ends.
The dispute resolution provisions of this Agreement, including mediation or arbitration, shall remain in effect after the termination or expiration of this Agreement for any disputes arising from events that occurred during the term of this Agreement.
Continuing effect clause for payment and settlement obligations
This version applies to payment and settlement obligations that persist after termination.
Any payment or settlement obligations due from the Borrower under this Agreement shall continue in full force and effect for [specified period] following termination or expiration, until all amounts due are settled in full.
Continuing effect clause for monitoring and auditing
This version applies to monitoring and auditing provisions after termination.
The Borrower agrees to permit ongoing monitoring and auditing of records related to this Agreement for [specified period] after the Agreement’s termination or expiration, to ensure compliance with all applicable provisions.
Continuing effect clause for third-party agreements
This version applies to third-party agreements that survive after termination.
Any third-party agreements or commitments arising from this Agreement shall remain enforceable for [specified period] after the termination or expiration, including those that provide rights or obligations to third parties.
Continuing effect clause for employee obligations
This version applies to employee-related obligations post-termination.
The obligations of the Borrower’s employees, including non-compete and confidentiality provisions, shall continue in effect for [specified period] after the termination or expiration of this Agreement, regardless of the employee’s departure.
Continuing effect clause for payment disputes
This version applies to payment disputes that persist after termination.
Any payment disputes existing at the time of termination shall remain subject to the terms of this Agreement, with resolution to continue as outlined, even after the Agreement ends.
Continuing effect clause for taxation obligations
This version applies to tax-related obligations after termination.
The Borrower’s obligations to comply with tax requirements under this Agreement shall continue in effect for [specified period] after the termination or expiration of the Agreement, to ensure proper tax filings are completed.
This article contains general legal information and does not contain legal advice. Cobrief is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.