Third-party agreements clause: Copy, customize, and use instantly
Introduction
A third-party agreements clause defines the terms under which the parties involved in the agreement may enter into arrangements with external parties. It ensures that any engagement or contract with a third party complies with the original agreement's terms and conditions, protecting all parties' interests. This clause is particularly important in joint ventures, service agreements, and partnerships where external vendors, subcontractors, or other third parties may be involved.
Below are templates for third-party agreements clauses tailored to different scenarios. Copy, customize, and insert them into your agreement.
Standard third-party agreements clause
This is a basic clause that governs any third-party agreements.
The Parties agree that no third-party agreement shall be entered into in connection with this Agreement without the prior written consent of the other Party. Any such agreement shall be subject to the terms of this Agreement, and the Parties shall ensure that any third parties involved comply with these terms.
Third-party agreements clause with assignment restriction
This version limits third-party assignments and involvement.
Neither Party may assign, delegate, or subcontract any of its rights or obligations under this Agreement to a third party without the prior written consent of the other Party. Any such assignment shall not relieve the assigning Party of its responsibilities under this Agreement.
Third-party agreements clause with indemnification requirement
This clause includes indemnification for third-party engagements.
In the event that a third-party agreement is entered into, the Parties agree to indemnify and hold each other harmless from any claims, damages, or liabilities arising from the third party’s performance, conduct, or actions in relation to such agreement.
Third-party agreements clause with notice requirement
This version requires notice before entering third-party agreements.
Prior to entering into any third-party agreements, the Parties must provide written notice to the other Party detailing the scope of the agreement, the third party involved, and the expected terms. No such agreement shall be executed without mutual approval.
Third-party agreements clause with limitation on third-party rights
This version limits the rights of third parties under the agreement.
Any third-party agreements entered into by the Parties shall not grant the third party any rights under this Agreement, except where expressly authorized in writing by both Parties. No third-party shall have the right to enforce or modify this Agreement.
Third-party agreements clause with no agency relationship
This clause ensures that third parties do not act as agents.
The Parties agree that any third-party agreements shall not create an agency relationship between the Parties and the third party. The third party shall act solely in an independent capacity, without authority to bind either Party to further agreements.
Third-party agreements clause with performance monitoring
This version requires oversight of third-party performance.
The Parties agree to monitor and review the performance of any third parties involved in fulfilling obligations under this Agreement, ensuring that such third parties meet all terms, deadlines, and quality standards as stipulated.
Third-party agreements clause with confidentiality protection
This clause ensures third parties maintain confidentiality.
Any third-party agreements entered into by the Parties must include provisions to protect the confidentiality of proprietary or sensitive information, and the third party shall be bound by the confidentiality obligations outlined in this Agreement.
Third-party agreements clause with direct obligations on third parties
This variation ensures that third parties have direct obligations.
The Parties agree that any third-party agreement entered into in connection with this Agreement shall include direct obligations on the third party to comply with the terms of this Agreement as they relate to their involvement.
Third-party agreements clause with compliance requirement
This clause mandates that third parties comply with relevant laws and regulations.
Any third-party agreement entered into in connection with this Agreement must comply with all applicable laws, regulations, and industry standards. The Parties shall ensure that the third party’s activities align with these compliance requirements.
Third-party agreements clause with approval for subcontractors
This version requires approval for any subcontracting by third parties.
The [Service Provider] may not subcontract any part of the work to a third party without the prior written consent of the [Client]. Any subcontractors must adhere to the same obligations and standards as the [Service Provider] under this Agreement.
Third-party agreements clause with notice of changes
This clause requires parties to notify one another of any changes with third parties.
The Parties agree to notify each other in writing within [number] days of any material changes to the terms or status of any third-party agreement entered into in connection with this Agreement.
Third-party agreements clause with no assignment to competitors
This version restricts third-party assignments to competitors.
The Parties shall not assign or transfer any obligations to third parties that are direct competitors of the other Party, without prior written consent from the other Party. This restriction ensures that no conflict of interest arises.
Third-party agreements clause with third-party liability
This clause addresses liability for third-party actions.
The Parties shall ensure that any third-party agreements include provisions that hold the third party liable for any damages, losses, or claims arising from their actions or failure to perform under the terms of the third-party agreement.
Third-party agreements clause with joint responsibility for third-party actions
This version holds both parties jointly accountable for third-party actions.
Both Parties shall remain jointly responsible for ensuring that any third-party agreements are executed in accordance with the terms of this Agreement and for any liabilities that may arise due to the actions of the third party.
Third-party agreements clause with payment terms for third parties
This clause specifies the payment arrangements for third parties.
The [Client] shall be responsible for ensuring timely payment to third parties under any subcontract or third-party agreement. The Parties agree to cooperate in managing payments for third-party services rendered under this Agreement.
Third-party agreements clause with dispute resolution mechanism
This version includes a dispute resolution process for third-party issues.
Any disputes arising from a third-party agreement in connection with this Agreement shall be subject to the dispute resolution provisions outlined in this Agreement. The Parties agree to mediate or arbitrate any disputes before pursuing other legal remedies.
Third-party agreements clause with termination rights for third-party failures
This version includes termination rights if a third party fails to perform.
If a third party fails to perform as required under a third-party agreement in connection with this Agreement, the Parties reserve the right to terminate the Agreement or amend its terms as necessary to mitigate any impact on performance.
Third-party agreements clause with required indemnification from third parties
This version requires indemnification from third parties.
The [Service Provider] shall ensure that any third-party agreements entered into in connection with this Agreement include an indemnification provision, holding the [Client] harmless from any claims, damages, or liabilities arising from the third party’s actions.
Third-party agreements clause with sharing of third-party documents
This clause allows for document sharing with third parties.
The Parties agree to share relevant third-party documents and agreements with each other to ensure that both Parties are aware of any obligations, deliverables, or timelines associated with third-party involvement in this Agreement.
Third-party agreements clause with restrictions on sublicensing
This version restricts the sublicensing of third-party agreements.
The Parties agree that no sublicensing of any third-party rights or obligations may be granted without the prior written consent of the other Party. Any third-party agreements shall include this restriction.
Third-party agreements clause with dispute reporting requirement
This clause requires reporting of third-party disputes.
The Parties agree to immediately report any disputes or issues arising from third-party agreements that could affect the performance or fulfillment of this Agreement. Both Parties will collaborate to resolve any such disputes.
Third-party agreements clause with exclusivity in third-party relationships
This version ensures exclusive relationships with third parties.
The Parties agree that any third-party agreements made in connection with this Agreement shall be exclusive to the Parties involved and shall not be made with competitors or unauthorized entities during the term of this Agreement.
Third-party agreements clause with regulatory compliance
This clause requires third parties to adhere to regulatory standards.
The Parties agree that any third-party agreement entered into in connection with this Agreement must comply with all applicable laws, regulations, and industry standards, and the [Client] shall ensure that third parties meet these compliance requirements.
Third-party agreements clause with third-party involvement in dispute resolution
This version incorporates third parties in the dispute resolution process.
In the event of a dispute arising from a third-party agreement, the Parties agree to involve the third party in the dispute resolution process, provided that such third party is a necessary participant in resolving the issue.
Third-party agreements clause with right to audit third-party agreements
This version gives the Parties the right to audit third-party agreements.
The Parties agree to have the right to audit and review any third-party agreements executed under this Agreement. Such audits will be performed upon reasonable notice to the third party and in accordance with mutually agreed procedures.
Third-party agreements clause with no sub-subcontracting
This clause restricts subcontracting to further third parties.
No third party may further subcontract any portion of their work or obligations under a third-party agreement without the prior written consent of both Parties to this Agreement.
Third-party agreements clause with obligation for third-party performance bonds
This version requires performance bonds for third-party contracts.
The Parties agree that, if necessary, the third party will provide a performance bond or similar security to ensure satisfactory performance of its obligations under the third-party agreement.
Third-party agreements clause with cooperation on termination of third-party agreements
This version includes cooperation on ending third-party agreements.
In the event of termination of a third-party agreement, the Parties agree to cooperate in good faith to ensure a smooth transition, including facilitating any required handover of materials, information, or services to prevent disruption.
Third-party agreements clause with approval rights over third-party actions
This clause gives the Parties the right to approve third-party actions.
The [Client] shall have the right to approve any significant actions taken by the third party under the terms of the third-party agreement, including any amendments, changes in scope, or substitutions of personnel.
Third-party agreements clause with third-party payment responsibility
This clause outlines the responsibility for third-party payments.
The [Service Provider] shall be responsible for making timely payments to any third-party vendors or subcontractors, provided that the Parties have agreed on the financial terms of such third-party agreements in writing.
Third-party agreements clause with audit right over third-party expenses
This version allows the Parties to audit third-party expenses.
The Parties shall have the right to audit and verify any expenses claimed by a third party in relation to this Agreement to ensure compliance with the terms and conditions outlined in the third-party agreement.
Third-party agreements clause with third-party indemnity requirement
This version requires third-party indemnity for claims.
The [Service Provider] shall ensure that any third-party agreement includes a provision indemnifying the [Client] from any claims, losses, damages, or liabilities arising out of the third-party's actions or performance.
Third-party agreements clause with non-interference provision
This version ensures no interference from third parties.
The Parties agree that no third party shall interfere with the performance or execution of this Agreement, and any third-party agreement shall include a provision preventing interference with the obligations of the Parties.
Third-party agreements clause with specific deliverable requirements
This clause ensures specific deliverables from third parties.
Any third-party agreement entered into in connection with this Agreement must clearly define the deliverables, timelines, and quality standards expected, which must align with the expectations set forth in this Agreement.
Third-party agreements clause with restricted jurisdiction for third-party disputes
This version specifies the jurisdiction for third-party disputes.
Any disputes arising from a third-party agreement shall be governed by the jurisdiction and venue agreed upon in this Agreement, unless otherwise specifically stated in the third-party contract.
Third-party agreements clause with comprehensive liability sharing
This clause involves shared liability for third-party issues.
The Parties agree to share liability for any claims, damages, or liabilities arising from the third-party’s failure to perform under this Agreement or any third-party agreement executed in connection with it.
Third-party agreements clause with performance standards for third parties
This version includes performance metrics for third parties.
The Parties agree that any third-party agreement must outline specific performance standards and metrics to ensure that the third party's work meets the agreed quality levels and timelines.
Third-party agreements clause with no third-party claims against the Parties
This clause prevents third parties from making claims against the Parties.
The Parties agree that no third party shall have the right to bring any claim, action, or lawsuit against the Parties based on or arising from a third-party agreement executed under this Agreement.
Third-party agreements clause with third-party dispute notification obligation
This version requires notification of third-party disputes.
The Parties shall be notified within [number] days of any dispute or claim made by a third party that may affect the performance or obligations under this Agreement. The Parties will work together to resolve such disputes.
Third-party agreements clause with transparency in third-party dealings
This version requires transparency in third-party interactions.
The Parties agree to maintain transparency in all dealings with third parties and ensure that any third-party agreement fully complies with the terms of this Agreement, including providing access to any third-party contracts upon request.
Third-party agreements clause with third-party performance reviews
This clause provides for periodic performance reviews of third parties.
The Parties agree to conduct periodic reviews of any third-party agreements to assess the third party’s performance, and ensure that the third-party actions align with the expectations set forth in this Agreement.
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.