Status clause: Copy, customize, and use instantly
Introduction
A status clause defines the status or role of each party in the agreement and outlines their respective responsibilities or obligations within the context of the relationship. This clause is critical for providing clarity regarding the nature of the parties' roles and ensuring that expectations are clearly set. It helps to avoid misunderstandings about the level of authority, control, or involvement each party has in the execution of the agreement.
Below are templates for status clauses tailored to different scenarios. Copy, customize, and insert them into your agreement.
Status clause for independent contractor relationship
This variation applies when the relationship between the parties is that of independent contractors.
The parties agree that each party is acting as an independent contractor and nothing in this Agreement shall be construed as creating an employer-employee, joint venture, partnership, or agency relationship between the parties. Each party is solely responsible for its own activities and obligations.
Status clause for employee-employer relationship
This variation applies when the relationship between the parties is an employer-employee relationship.
The parties agree that the relationship created by this Agreement is one of employer and employee. The employee will perform duties as assigned by the employer and will be subject to the employer’s control, direction, and supervision as part of their employment obligations.
Status clause for partnership relationship
This variation applies when the relationship between the parties is that of a partnership.
The parties agree that this Agreement establishes a partnership between them. Each party shall contribute to the partnership, share in profits and losses, and have equal authority in the decision-making process, subject to the terms outlined in this Agreement.
Status clause for agent-principal relationship
This variation applies when the relationship is that of an agent and principal.
The parties agree that [Party A] is acting as the agent of [Party B], and [Party B] is the principal. As the agent, [Party A] is authorized to act on behalf of [Party B] within the scope of the duties outlined in this Agreement, and [Party B] shall bear the responsibilities for actions taken by [Party A] under this Agreement.
Status clause for customer-supplier relationship
This variation applies when the parties are in a customer-supplier relationship.
The parties agree that the relationship between them is that of a customer and supplier. The supplier agrees to provide goods and/or services to the customer as outlined in this Agreement, and the customer agrees to pay for these goods and/or services in accordance with the payment terms specified.
Status clause for licensor-licensee relationship
This variation applies when the relationship is that of a licensor and licensee.
The parties agree that [Party A] is the licensor and [Party B] is the licensee. The licensor grants the licensee the right to use certain intellectual property under the terms outlined in this Agreement, and the licensee agrees to adhere to the conditions set forth by the licensor.
Status clause for contractor-subcontractor relationship
This variation applies when the relationship is that of a contractor and subcontractor.
The parties agree that [Party A] is the contractor and [Party B] is the subcontractor. [Party B] will perform specific tasks under the direction and control of [Party A], and [Party A] remains responsible for the overall completion of the project.
Status clause for vendor-buyer relationship
This variation applies when the relationship is that of a vendor and a buyer.
The parties agree that the relationship between them is that of a vendor and buyer. The vendor agrees to sell and deliver products or services to the buyer, and the buyer agrees to purchase and pay for these products or services in accordance with the terms of this Agreement.
Status clause for membership organization-member relationship
This variation applies when the relationship is between a membership organization and its members.
The parties agree that [Party A] is the membership organization and [Party B] is a member of [Party A]. The member agrees to abide by the rules and regulations of the membership organization and to pay any dues or fees associated with membership.
Status clause for franchisor-franchisee relationship
This variation applies when the relationship is between a franchisor and a franchisee.
The parties agree that [Party A] is the franchisor and [Party B] is the franchisee. [Party B] shall operate their business under the brand name, trademarks, and guidelines set by [Party A], and [Party A] shall provide support and oversight as stipulated in the franchise agreement.
Status clause for principal-agent relationship
This variation applies when the relationship is that of principal and agent, with a focus on specific obligations and authority.
The parties agree that [Party A] is the principal and [Party B] is the agent, authorized to act on behalf of [Party A] to [describe the scope of actions, such as negotiating, executing contracts, etc.], in accordance with the terms of this Agreement.
Status clause for mutual cooperation relationship
This variation applies when both parties are equally responsible for cooperation without a hierarchical structure.
The parties agree that they shall cooperate on equal terms to fulfill the objectives outlined in this Agreement. Both parties shall contribute equally to the performance of their respective duties and share in the results, subject to the terms of this Agreement.
Status clause for joint venture relationship
This variation applies when the parties are in a joint venture.
The parties agree that this Agreement establishes a joint venture between them. Both parties shall share in the profits, losses, and liabilities of the joint venture in accordance with their respective contributions and as outlined in this Agreement.
Status clause for governing body relationship
This variation applies when the relationship is between a governing body and its members.
The parties agree that [Party A] is the governing body, and [Party B] is a member or participant of [Party A]. [Party B] shall adhere to the decisions, guidelines, and bylaws established by the governing body as part of their participation in the organization or process.
Status clause for limited liability company (LLC) member relationship
This variation applies when the relationship is between LLC members.
The parties agree that this Agreement establishes a member relationship within a limited liability company (LLC). Each member has a defined role, responsibilities, and ownership interest, and the rights and duties of each member are subject to the terms set forth in the LLC operating agreement.
Status clause for agency relationship with limited authority
This variation applies when the agency relationship is limited in scope.
The parties agree that [Party A] acts as an agent of [Party B], but the agency authority is limited to the specific tasks outlined in this Agreement. [Party A] has no authority to act beyond these specified duties and is required to seek prior approval for any actions outside the scope of this Agreement.
Status clause for contractor-agency relationship
This variation applies when the relationship is a hybrid of a contractor and agency role.
The parties agree that [Party A] is a contractor with some elements of an agency role under this Agreement. [Party A] will act in a consultative capacity and provide advice, but is not an employee of [Party B], nor will they have the authority to make binding decisions on behalf of [Party B].
Status clause for sole proprietor relationship
This variation applies when the relationship is with a sole proprietor.
The parties agree that [Party A] is a sole proprietor, and [Party B] is engaging with [Party A] in this Agreement as an independent business entity. [Party A] is solely responsible for the operations, taxes, and liabilities arising from their business activities under this Agreement.
Status clause for exclusivity in agency relationship
This variation applies when the agency relationship is exclusive.
The parties agree that [Party A] shall act as the exclusive agent of [Party B] for the purposes of [describe the scope of the agency relationship]. [Party A] has exclusive rights to act on behalf of [Party B] in these matters, and [Party B] will not engage any other agent for the same purpose during the term of this Agreement.
Status clause for independent contractor with limited authority
This variation applies when the independent contractor has limited authority.
The parties agree that [Party A] is an independent contractor under this Agreement, and shall have no authority to bind [Party B] in any way unless explicitly authorized in writing. [Party A] will provide the services outlined in this Agreement but will not act as an agent of [Party B] or hold themselves out as such.
Status clause for consulting relationship
This variation applies when the parties are entering into a consulting arrangement.
The parties agree that [Party A] will act as a consultant to [Party B], providing expertise, recommendations, and advice. [Party A] is not an employee, agent, or representative of [Party B] and shall have no authority to make decisions on behalf of [Party B].
Status clause for distributor relationship
This variation applies when one party is a distributor.
The parties agree that [Party A] is an independent distributor of [Party B]’s products. [Party A] will market, sell, and distribute the products as specified in this Agreement but is not authorized to act as an agent or representative of [Party B], nor will [Party A] assume any obligations on behalf of [Party B].
Status clause for licensing arrangement
This variation applies when the relationship involves the granting of a license.
The parties agree that [Party A] is the licensor and [Party B] is the licensee under this Agreement. [Party B] is granted a non-exclusive license to use [Party A]’s intellectual property under the terms outlined in this Agreement but does not obtain ownership of the intellectual property or the right to sublicense it.
Status clause for vendor-supplier relationship
This variation applies when one party is acting as a vendor or supplier.
The parties agree that [Party A] is a vendor/supplier providing goods or services to [Party B] under this Agreement. [Party A] is an independent entity, responsible for its own operations, and does not have any authority to make decisions or enter into obligations on behalf of [Party B].
Status clause for franchisee-franchisor relationship
This variation applies when the relationship is that of a franchisee and franchisor.
The parties agree that [Party A] is the franchisor and [Party B] is the franchisee. [Party B] operates its business under the franchise system developed by [Party A], but [Party B] remains an independent operator and is solely responsible for the operations of the franchise location.
Status clause for partnership with limited liability
This variation applies when the relationship involves a limited liability partnership (LLP).
The parties agree that this Agreement establishes a limited liability partnership (LLP) between [Party A] and [Party B]. Both parties share in the profits and liabilities of the partnership as specified in the LLP agreement, and neither party will be personally liable for the debts or obligations of the LLP beyond their contribution to the partnership.
Status clause for joint venture with separate entities
This variation applies when the relationship is a joint venture between two separate entities.
The parties agree to form a joint venture between [Party A] and [Party B]. Both parties will contribute resources to the joint venture, share profits and losses, and jointly manage the operations of the venture. Neither party shall act on behalf of the other without prior written consent, and each party retains full control over their independent operations.
Status clause for collaboration agreement
This variation applies when the relationship is based on a collaboration agreement.
The parties agree that they will collaborate on specific projects under the terms of this Agreement. This Agreement does not create a partnership or joint venture. Each party remains independent and will be responsible for its own activities and expenses related to the collaboration.
Status clause for employee-employer with defined duties
This variation applies when the parties are in an employer-employee relationship with clearly defined duties.
The parties agree that this Agreement creates an employer-employee relationship. [Party A], as the employer, will direct and control the work of [Party B], the employee, and [Party B] agrees to perform their duties as outlined in the job description provided by [Party A].
Status clause for licensing agent relationship
This variation applies when one party is a licensing agent.
The parties agree that [Party A] is acting as a licensing agent for [Party B]. [Party A] is authorized to negotiate, execute, and manage licenses on behalf of [Party B], but [Party A] does not hold ownership of the intellectual property nor is it authorized to act beyond the scope of the agent role.
Status clause for sales representative relationship
This variation applies when the relationship is that of a sales representative.
The parties agree that [Party A] will act as a sales representative for [Party B], responsible for selling products or services on behalf of [Party B] under the terms of this Agreement. [Party A] is an independent representative and does not have the authority to make commitments on behalf of [Party B].
Status clause for exclusive distributor relationship
This variation applies when the relationship is that of an exclusive distributor.
The parties agree that [Party A] is the exclusive distributor for [Party B]’s products in the designated territory. [Party A] has the right to distribute, sell, and market [Party B]’s products within the territory, but [Party A] is an independent distributor and has no other authority beyond the scope of this Agreement.
Status clause for advisory role relationship
This variation applies when the relationship is one of providing advisory services.
The parties agree that [Party A] will act as an advisor to [Party B], providing expertise, guidance, and recommendations on business strategies. [Party A] is an independent contractor and will not make decisions or assume responsibility for the actions of [Party B].
Status clause for non-exclusive agent relationship
This variation applies when the agent’s authority is non-exclusive.
The parties agree that [Party A] is a non-exclusive agent for [Party B]. [Party A] may represent other parties and enter into agreements with other entities in addition to [Party B], but [Party A] will act with full authority within the scope of this Agreement as it pertains to [Party B].
Status clause for non-employee consultant relationship
This variation applies when the relationship is that of a non-employee consultant.
The parties agree that [Party A] will act as an independent consultant for [Party B]. [Party A] is not an employee, and this Agreement does not create any employer-employee relationship. [Party A] will provide services in an advisory capacity and will not be entitled to employee benefits.
Status clause for contractor with no right of representation
This variation applies when a contractor has no right to represent the client.
The parties agree that [Party A] is acting as a contractor and is not authorized to represent or make decisions on behalf of [Party B]. [Party A] will perform services under this Agreement but will not bind [Party B] or act as its representative in any capacity beyond the terms of the Agreement.
Status clause for affiliate relationship
This variation applies when the relationship is that of affiliates.
The parties agree that they are affiliates for the purposes of this Agreement. Both parties will work together in good faith to achieve the goals outlined but will retain separate legal identities and responsibilities. Neither party will have authority over the other unless otherwise agreed in writing.
Status clause for independent representative relationship
This variation applies when the relationship is that of an independent representative.
The parties agree that [Party A] is an independent representative of [Party B]. [Party A] has no authority to bind [Party B] or act in its name except as specifically authorized by the terms of this Agreement.
Status clause for non-exclusive distributor
This variation applies when the distributor relationship is non-exclusive.
The parties agree that [Party A] will act as a non-exclusive distributor of [Party B]’s products within the designated territory. [Party A] is authorized to sell, distribute, and market the products, but [Party B] retains the right to appoint other distributors or sell directly within the territory.
Status clause for mutual cooperation
This variation applies when both parties cooperate without creating a partnership.
The parties agree that their relationship under this Agreement is based on mutual cooperation. Each party will contribute to the successful completion of the objectives of this Agreement, but neither party will be considered a partner, joint venturer, or employee of the other.
Status clause for limited agency
This variation applies when the agent's authority is limited in scope.
The parties agree that [Party A] is acting as the limited agent of [Party B]. [Party A] is authorized to act on behalf of [Party B] for the purposes specified in this Agreement, but shall have no authority to act beyond those limits or to bind [Party B] in any other way.
Status clause for collaborative agreement
This variation applies when the parties are collaborating without forming a formal partnership.
The parties agree to collaborate on [specific project or initiative] under this Agreement. Neither party will have any fiduciary duty to the other, and no joint venture, partnership, or employer-employee relationship is created by this Agreement. Each party will retain full autonomy in their operations.
Status clause for licensee relationship
This variation applies when one party is a licensee.
The parties agree that [Party A] is the licensor and [Party B] is the licensee. [Party B] is granted a non-exclusive right to use [Party A]’s intellectual property under the terms of this Agreement, but [Party B] is not authorized to transfer, assign, or sublicense those rights to third parties without written consent from [Party A].
Status clause for consultant with limited decision-making authority
This variation applies when the consultant has no decision-making authority.
The parties agree that [Party A] will act as a consultant to [Party B], providing advice and recommendations as outlined in this Agreement. [Party A] shall have no authority to make decisions, bind [Party B], or otherwise control [Party B]'s business operations or policies.
Status clause for non-exclusive agent
This variation applies when the agent’s authority is non-exclusive.
The parties agree that [Party A] will act as a non-exclusive agent for [Party B]. [Party A] is authorized to represent [Party B] in specific matters, but both parties retain the right to engage other agents and to act independently in areas not covered by this Agreement.
Status clause for exclusive licensing arrangement
This variation applies when the relationship is an exclusive licensing arrangement.
The parties agree that [Party A] grants [Party B] exclusive rights to use [Party A]’s intellectual property under the terms of this Agreement. [Party B] is the sole entity authorized to use the intellectual property, and [Party A] will not grant such rights to any other entity during the term of this Agreement.
Status clause for vendor relationship
This variation applies when the relationship is that of a vendor and a customer.
The parties agree that [Party A] is acting as the vendor and [Party B] is the customer. [Party A] agrees to supply the goods or services described in this Agreement, and [Party B] agrees to pay for those goods or services as outlined in the payment terms.
Status clause for employee of a third party
This variation applies when the employee works for a third party.
The parties agree that [Party B] is an employee of a third-party contractor and will perform work under the terms of this Agreement. [Party B] shall remain subject to the supervision and control of their employer and is not an employee of [Party A].
Status clause for exclusive distribution rights
This variation applies when the distribution rights are exclusive.
The parties agree that [Party A] grants [Party B] exclusive rights to distribute [Party A]’s products within the specified territory. [Party B] shall be the only party authorized to sell and distribute the products in the territory during the term of this Agreement, subject to the terms and conditions outlined in this Agreement.
Status clause for project manager relationship
This variation applies when one party acts as the project manager.
The parties agree that [Party A] will act as the project manager for the duration of this Agreement. [Party A] will oversee the execution of the project, coordinate resources, and ensure compliance with the project schedule. However, [Party A] will not have decision-making authority on behalf of [Party B] beyond the scope of the project.
Status clause for service provider relationship
This variation applies when the relationship is that of a service provider and client.
The parties agree that [Party A] is the service provider and [Party B] is the client. [Party A] will provide the services as outlined in this Agreement, and [Party B] agrees to pay for these services according to the agreed payment terms. [Party A] is an independent contractor and is not an employee of [Party B].
Status clause for contractor relationship with specified deliverables
This variation applies when the relationship is that of a contractor with clear deliverables.
The parties agree that [Party A] is a contractor and will provide the deliverables specified in this Agreement. [Party A] will complete the deliverables in accordance with the timelines and quality standards agreed upon, but will not have the authority to act on behalf of [Party B].
Status clause for franchisee with territorial exclusivity
This variation applies when the franchisee has territorial exclusivity.
The parties agree that [Party A] is the franchisor and [Party B] is the franchisee. [Party B] has exclusive rights to operate a franchise within the designated territory as defined in this Agreement. [Party B] agrees to comply with the franchisor’s guidelines and standards, but retains independent control over the day-to-day operations of the franchise.
Status clause for non-exclusive partnership
This variation applies when the relationship is a non-exclusive partnership.
The parties agree that this Agreement establishes a non-exclusive partnership between [Party A] and [Party B]. Both parties will contribute resources, share profits and losses, and collaborate on specific projects, but will not be restricted from entering into similar agreements with other parties.
Status clause for contractor with specified project scope
This variation applies when the contractor’s scope of work is clearly defined.
The parties agree that [Party A] is a contractor hired to perform the work described in this Agreement. [Party A] will be responsible for completing the specified project tasks within the agreed timeframe, and will not engage in other projects outside the scope of this Agreement without prior approval from [Party B].
Status clause for non-exclusive licensing arrangement
This variation applies when the licensing arrangement is non-exclusive.
The parties agree that [Party A] grants [Party B] a non-exclusive license to use [Party A]’s intellectual property under the terms of this Agreement. [Party A] may grant similar licenses to other parties, and [Party B] acknowledges that they do not have exclusive rights to the intellectual property.
Status clause for non-exclusive service agreement
This variation applies when the service agreement is non-exclusive.
The parties agree that this service agreement is non-exclusive. [Party A] is not restricted from providing similar services to other clients, and [Party B] is free to engage other service providers for the same or similar services during the term of this Agreement.
Status clause for exclusive agent relationship
This variation applies when the agent’s authority is exclusive.
The parties agree that [Party A] is an exclusive agent for [Party B]. [Party A] has the exclusive right to represent [Party B] in [specific market or region], and no other agents may be appointed by [Party B] for the same purpose during the term of this Agreement.
Status clause for exclusive supplier
This variation applies when the supplier's relationship is exclusive.
The parties agree that [Party A] is the exclusive supplier of goods to [Party B]. [Party A] will supply all the goods as specified in this Agreement, and [Party B] agrees not to engage any other suppliers for the same goods during the term of this Agreement, unless agreed upon in writing by [Party A].
Status clause for non-exclusive consultancy
This variation applies when the consultancy relationship is non-exclusive.
The parties agree that [Party A] will provide consultancy services to [Party B] on a non-exclusive basis. [Party A] is free to provide similar services to other clients, and [Party B] may also engage other consultants for the same or related services during the term of this Agreement.
Status clause for subcontractor with limited scope
This variation applies when the subcontractor's scope of work is clearly limited.
The parties agree that [Party A] will act as the subcontractor for [Party B] under this Agreement. [Party A] is authorized to perform specific tasks, as outlined in Exhibit A, but will not be responsible for any other duties outside of this defined scope.
Status clause for joint venture with shared ownership
This variation applies when the parties are entering into a joint venture with shared ownership.
The parties agree to form a joint venture for the purpose of [project or business goal]. [Party A] and [Party B] will share ownership, profits, and losses in proportion to their respective contributions, as outlined in the joint venture agreement. Neither party will have more control than the other unless specified.
Status clause for advisor with no decision-making authority
This variation applies when one party is an advisor with no decision-making powers.
The parties agree that [Party A] will act as an advisor to [Party B]. [Party A] will provide recommendations and guidance but will have no authority to make decisions on behalf of [Party B] or take any actions that bind [Party B].
Status clause for independent contractor with no exclusivity
This variation applies when the relationship is that of an independent contractor with no exclusivity.
The parties agree that [Party A] is an independent contractor and is not bound by exclusivity under this Agreement. [Party A] is free to engage in similar projects with other clients, and [Party B] may also hire other contractors to perform similar services during the term of this Agreement.
Status clause for principal-agent with defined authority
This variation applies when the agent's authority is explicitly defined.
The parties agree that [Party A] is the principal and [Party B] is the agent. [Party B] is authorized to act on behalf of [Party A] only in the specific areas outlined in this Agreement, and shall not have the authority to make decisions or bind [Party A] in other matters.
Status clause for employee with restricted duties
This variation applies when the employee’s role is defined and restricted.
The parties agree that [Party B] is an employee of [Party A]. [Party B] will perform the duties as outlined in their job description and is prohibited from taking on other tasks outside of the agreed-upon scope without prior written approval from [Party A].
Status clause for non-exclusive licensing agreement
This variation applies when the licensing agreement is non-exclusive.
The parties agree that [Party A] grants [Party B] a non-exclusive license to use [Party A]’s intellectual property under the terms of this Agreement. [Party A] retains the right to license the same intellectual property to other parties.
Status clause for supplier with quality control obligations
This variation applies when the supplier has specific quality control obligations.
The parties agree that [Party A] is the supplier of goods under this Agreement. [Party A] is responsible for ensuring that the goods meet the quality standards outlined in this Agreement and that they comply with all applicable laws and regulations.
Status clause for sole proprietorship
This variation applies when one party is a sole proprietor.
The parties agree that [Party A] is a sole proprietor under this Agreement. [Party A] will be solely responsible for all aspects of the business operations related to the Agreement and will bear all liabilities and obligations associated with the execution of the Agreement.
Status clause for corporate officer authority
This variation applies when the relationship is that of a corporate officer with defined authority.
The parties agree that [Party A] is a corporate officer with specific authority under this Agreement. [Party A] is authorized to make decisions and take actions within the scope of their role but will not have authority to act beyond the powers granted in this Agreement.
Status clause for supplier with right to subcontract
This variation applies when the supplier has the right to subcontract.
The parties agree that [Party A] is the supplier under this Agreement and retains the right to subcontract some or all of the obligations of this Agreement to third parties. [Party B] acknowledges that [Party A] may delegate responsibilities but will remain ultimately responsible for the performance of the Agreement.
Status clause for non-exclusive service provider relationship
This variation applies when the service provider relationship is non-exclusive.
The parties agree that [Party A] will provide services to [Party B] on a non-exclusive basis. [Party A] is free to offer similar services to other clients, and [Party B] may engage other service providers for the same services during the term of this Agreement.
Status clause for independent agent
This variation applies when the relationship is that of an independent agent.
The parties agree that [Party A] is an independent agent and not an employee of [Party B]. [Party A] has no authority to bind [Party B] to any agreements or obligations, and will act solely as a representative within the scope of this Agreement.
Status clause for exclusive partnership rights
This variation applies when the relationship involves exclusive partnership rights.
The parties agree that [Party A] grants [Party B] exclusive rights to represent [Party A] within the specified region or market. This exclusive partnership will be subject to the terms and conditions outlined in this Agreement, and [Party B] will not engage other partners for the same purpose within the agreed territory.
Status clause for contractor with performance-based terms
This variation applies when the contractor’s payment or role is based on performance.
The parties agree that [Party A] is a contractor under this Agreement, and [Party B] will compensate [Party A] based on the performance of specific milestones outlined in the Agreement. [Party A] will be solely responsible for completing the specified deliverables within the agreed timeframe.
Status clause for non-exclusive reseller
This variation applies when the reseller relationship is non-exclusive.
The parties agree that [Party A] is a non-exclusive reseller of [Party B]’s products. [Party A] may sell products in the specified market but does not have exclusive rights to distribute the products, and [Party B] retains the right to appoint other resellers.
Status clause for employee with fiduciary duties
This variation applies when the employee has fiduciary duties to the employer.
The parties agree that [Party B] is an employee of [Party A] and owes fiduciary duties to act in the best interest of [Party A]. [Party B] will not engage in any activities that conflict with the interests of [Party A] during the course of their employment.
Status clause for principal with right of veto
This variation applies when the principal has a right of veto in an agent relationship.
The parties agree that [Party A] is the principal and [Party B] is the agent. [Party A] retains the right to veto any actions or decisions made by [Party B] that may affect the interests of [Party A]. [Party B] will act within the scope of authority granted but must seek approval for actions that may significantly affect [Party A]'s interests.
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.