Looks polite, but this gives Party A full control. They can change the payment date, cancel the project, or modify the scope — and you can’t object.
If you complain, they’ll say, “It’s at my discretion.”
✅ Always balance this clause with YOUR rights.
Seen this line in an MOU? Don’t sign before getting legal advice.
“Party A shall not be liable for any losses.”
Sounds like a standard clause, right? But it protects Party A even if they were negligent or broke the agreement.
Imagine: their system crashes, your data is lost, you lose money. When you ask for compensation — they show you this clause.
✅ Each party must be liable for their own negligence. Don’t let the contract be one-sided.
Want to avoid six-figure losses over one sentence? Let our legal team review your contract.
“Payment shall be made within 60 days.”
60 days might be fine for big corporations. But if you’re a freelancer or small business — this clause could kill your cash flow.
You still need to pay your staff, suppliers, rent — while waiting two months to get paid.
✅ Negotiate for deposit, milestone payments, or shorter payment terms.
Don’t let the contract starve your business. Always review before signing.
“This agreement takes effect upon signing.”
The risk? You haven’t started the work, haven’t received payment — but legally, the contract is already running.
If something goes wrong, the other side could claim you’re in breach.
Even if you thought the work starts only after payment.
✅ Add a clause that states: “This contract becomes effective upon receipt of payment.”
Never sign a contract that starts before you’re ready.
Party B agrees to perform to the best of their ability.”
Sounds reasonable, but it’s vague and risky.
What does “best effort” even mean? No KPIs. No clear deliverables. If the client isn’t happy, you’ll have no proof you met the terms.
✅ Always include detailed scope of work, timelines, and outcomes that can be measured.
Protect your reputation and your results — get legal clarity.
“Party A reserves the right to terminate this agreement at any time.”
This gives them a free exit — no warning, no reason.
Imagine you’ve spent money, ordered stock, hired staff — and suddenly, they cancel everything.
A fair contract protects BOTH parties.
✅ Add a clause for 30-day notice and fair compensation for early termination.
Don’t sign a contract that leaves you holding all the risk.
In the event of a dispute, Party A’s decision is final.”
This isn’t a clause — it’s a trap.
If something goes wrong, they act as judge, jury, and executioner. You lose your right to challenge or escalate the matter legally.
✅ All disputes should go through neutral channels — not just the other party’s word.
Remove one-sided clauses before they remove your rights.