If the defaulting party holds an acquired right to the performance of the other party, it is not assigned in the event of termination. A defaulting party may also claim damages for any breach committed by the other party prior to the termination of the contract. Does the defaulting party have rights after the resignation? Ok, so something survives if the parties wanted to survive it! It is not necessary to spell out an intention in a treaty. Instead, it can be extracted from context. It follows that one could argue as to whether the parties really intended to survive. Our alternative language must be easily adapted to these more complex survival clauses. Use the alternative language for general insurance, guarantees and commitments to survive for a given period of time and, where applicable, a list of insurances, guarantees and commitments that remain for an extended or short period of time. The survival of the essential clauses. Commitments made by the parties in accordance with sections [confidentiality obligations], [competition obligations] and [effect of termination] survive the [expiration or termination of this Agreement/Conclusion]. Maintenance of indemnification obligations.
The indemnification obligations of the parties under the [indemnification clause] shall survive the [termination, expiration, deadline] of this Agreement, with respect to all claims communicated by the indemnification party to the indemnification party before the expiration of the aforementioned survival period. Survival clauses may provide for the overall survival of provisions (e.g.B. “all destinations. which, after termination, imposes an obligation… “), or to identify certain provisions by means of the title (“confidentiality”) or section number (“Obligations under Articles 10 and 13 of this Agreement”). The survival clause defines the contractual provisions that will remain in force after the termination or expiry of the contract. Therefore, if a contract contains an explicit provision that excludes all rights of compensation in the event of breach and subsequent termination of the contract, the express intention of the parties applies and compensation is excluded. However, if no such provision was provided for in the contract, compensation on the basis of the explanatory memorandum below should remain applicable for all events occurring before the date of termination. Other clauses, generally recognized as surviving termination of a contract, include limitation of liability clauses, arbitration clauses, and (possibly) indemnification clauses. .
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