What Does “Surviving Obligations” Mean in a Contract?
Contract provisions that remain in effect even after the contract terminates or expires.
Detailed Explanation
Some obligations don't end when the contract does - they "survive" termination. Confidentiality obligations commonly survive for years after a contract ends. Indemnification, intellectual property assignments, and dispute resolution clauses often survive as well.
Contracts typically list surviving provisions explicitly: "The following sections shall survive termination: 5, 7, 9, and 12." This ensures important protections continue.
Example in a Contract
“The following provisions shall survive the expiration or termination of this Agreement: Sections 4 (Confidentiality), 5 (Intellectual Property), 7 (Indemnification), and 10 (Governing Law).”
Why It Matters
Just because a contract ends doesn't mean all obligations end. Surviving provisions continue to bind you - potentially for years. Know which obligations survive and for how long.
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