Contract clause library

Retrieving a clause

The point of a clause library is that people stop drafting from memory. That only works if retrieval gives the whole position.

Return four things

The preferred clause, verbatim · the approved variants, with when each is used · the fallback position and the floor below which it goes to a partner · the drafting notes — why it is worded that way, and what breaks if it is changed.

Always state the floor

"Approved down to a 12-month cap; below that, partner sign-off" is the useful part. A clause without its negotiating range gets conceded.

Version and jurisdiction

Say which version this is, when it was last reviewed, and which jurisdictions it was approved for. A clause approved for one jurisdiction is not automatically right in another.

When there is no approved clause

Say so. Do not adapt the nearest one — that is drafting, and it needs a fee earner.

Never

Return a clause from a previous matter as though it were approved, or a variant whose review date has passed without saying so.