Roles & Authority
An authorized representative of one of the parties in a contract
Agent
Payment or performance guarantees purchased to protect one party from the other's default
Bonds
Occurs any time an obligation of the contract is not met.
Breach/default
Covers when payments will be made and what the fees are for late payment.
Payments
Promises about the quality of goods or services delivered, usually good for a specific time period
Warranties
Describes who has the power to do what within a contract or organization
Authority
Describes how risk is allocated between the parties if goods or services are lost or destroyed during the contract.
Risk of loss
Describes how disagreements over the contract will be settled, whether through courts or a private third party
Dispute resolution
Covers when invoices will be sent and what supporting documents are required
Invoicing
Covers what information must not be disclosed to third parties under the contract
Confidentiality/nondisclosure
The circumstances under which one party can transfer its rights or obligations under the contract to another
Assignment
Covers who is liable for personal injury, damage, or accidents under the contract
Indemnification
A method of resolving disputes using a private third party to render a decision, usually faster and cheaper than court
Arbitration
The principle that delivery dates are strictly binding, and any delay counts as a material breach
Time is of the essence
Determines who will own tangible items, like materials or equipment, used or developed under the contract
Ownership
A seller who is not an employee of the buyer, working under their own control
Independent contractor
An event of nature, like a flood or fire, that excuses a party from meeting contract requirements
Force majeure
A breach so severe it may not be possible to complete the work under the contract.
Material breach
Covers how modifications to the contract will be made, including forms used and required notice periods
Changes
Under this arrangement, work produced under the contract is owned by the buyer, not the seller who created it
Work for hire
This category of requirements includes things like meeting attendance and approval of staff assigned to a project
Management requirements
Estimated damages for specific types of default, agreed upon and written into the contract in advance
Liquidated damages
Statements confirming that contract rights cannot be given up except through express agreement, guarding against losing a right through inaction or oversight.
Waivers
An amount of money, usually 5 to 10 percent, withheld from each payment until the work is fully complete
Retainage
Covers who owns rights like patents, trademarks, source code, or copyrighted material used in or developed under the contract
Intellectual property