Liquidated damages clause: Copy, customize, and use instantly
Introduction
A liquidated damages clause outlines the predetermined amount of damages a party must pay if they breach the contract. These damages are agreed upon at the time of the contract's formation and serve as a measure of compensation for non-performance, delay, or other breaches. The clause specifies how the damages will be calculated, the conditions under which they apply, and the maximum amount that can be claimed, offering certainty and reducing the need for litigation over actual damages.
Below are templates for liquidated damages clauses tailored to different scenarios. Copy, customize, and insert them into your agreement.
Fixed liquidated damages for delayed performance
This clause specifies a fixed amount for delays.
The party agrees that if it fails to complete the work or deliver the goods specified in this Agreement by the deadline, it will pay liquidated damages of $[amount] per day for each day of delay. This amount is agreed upon by both parties as a reasonable estimate of the potential loss that would result from the delay.
Percentage-based liquidated damages
This clause sets liquidated damages based on a percentage.
In the event of a breach by the party, liquidated damages shall be calculated as [X]% of the total contract value for each day that the breach continues. The parties acknowledge that this percentage is a reasonable estimate of the anticipated loss caused by the breach.
Capped liquidated damages
This clause places a cap on the damages.
The liquidated damages payable for delay or non-performance under this Agreement shall not exceed [X]% of the total value of the contract. This amount is considered reasonable by both parties to cover the anticipated loss, without exceeding the actual damage that would result from the breach.
Liquidated damages for failure to meet performance standards
This clause specifies damages for performance failure.
If the party fails to meet the agreed-upon performance standards outlined in this Agreement, the party shall pay liquidated damages of $[amount] for each occurrence of non-compliance, with a maximum aggregate liability of $[amount] during the term of this Agreement.
Liquidated damages for breach of confidentiality
This clause addresses damages for confidentiality breaches.
In the event of a breach of confidentiality under this Agreement, the party agrees to pay liquidated damages of $[amount] per breach. The parties agree that this amount represents a fair estimate of the damages that would be incurred due to a breach of confidentiality.
Liquidated damages for failure to deliver by a certain date
This clause establishes damages for delayed delivery.
If the party fails to deliver the goods or services specified in this Agreement by the delivery date of [insert date], the party shall pay liquidated damages in the amount of $[amount] per day until the delivery is completed, up to a maximum of $[total amount].
Liquidated damages for missed milestones
This clause specifies damages for missed milestones.
If the party misses any of the project milestones outlined in Schedule A of this Agreement, the party agrees to pay liquidated damages in the amount of $[amount] for each milestone missed, payable upon failure to meet the milestone deadline.
Liquidated damages for failure to meet deadlines
This clause covers damages for missed deadlines.
If the party fails to meet the agreed deadlines set forth in this Agreement, liquidated damages of $[amount] per day will be charged for every day beyond the deadline until performance is completed. The total amount of liquidated damages will not exceed $[total amount].
Liquidated damages for delays in payment
This clause specifies damages for late payment.
If the party fails to make a payment by the due date specified in this Agreement, it agrees to pay liquidated damages in the amount of $[amount] per day for each day the payment is delayed, up to a maximum of $[total amount].
Liquidated damages for failure to return property
This clause covers damages for failure to return property.
In the event that the party fails to return the property or materials as outlined in this Agreement by the specified return date, it shall pay liquidated damages of $[amount] per day for each day the property is not returned.
Liquidated damages for non-compliance with regulatory requirements
This clause specifies damages for regulatory non-compliance.
If the party fails to comply with any applicable regulatory requirements specified in this Agreement, liquidated damages of $[amount] per violation will be assessed, with a total maximum liability of $[amount] per year during the term of the Agreement.
Liquidated damages for failure to meet quality standards
This clause defines damages for poor quality.
If the party fails to meet the quality standards specified in this Agreement, liquidated damages of $[amount] will be paid for each instance of non-compliance. The parties agree that this amount reflects a reasonable estimate of the loss caused by such failure.
Liquidated damages for failure to provide adequate insurance
This clause specifies damages for failure to maintain insurance.
If the party fails to provide the required insurance as specified in this Agreement, liquidated damages of $[amount] per day of non-compliance will be assessed, up to a maximum of $[total amount], until the required insurance is obtained.
Liquidated damages for non-performance
This clause addresses damages for general non-performance.
If the party fails to perform any obligation under this Agreement within the time specified, liquidated damages will be assessed at $[amount] for each day of non-performance. The maximum total liquidated damages shall not exceed $[amount].
Liquidated damages for breach of warranty
This clause covers damages for warranty breaches.
If the party breaches any warranty under this Agreement, liquidated damages of $[amount] will be paid for each occurrence of a warranty breach, up to a maximum of $[amount] during the term of the Agreement.
Liquidated damages for non-submission of reports
This clause defines damages for missed reports.
If the party fails to submit any required reports within the time frames specified in this Agreement, liquidated damages of $[amount] per day of delay will be incurred, with a total maximum penalty of $[amount].
Liquidated damages for failure to meet regulatory deadlines
This clause addresses regulatory deadline violations.
The party agrees to pay liquidated damages in the amount of $[amount] for each day a regulatory filing or submission required under this Agreement is delayed, with a cap of $[total amount] for the entire term of this Agreement.
Liquidated damages for failure to meet project completion date
This clause specifies damages for delayed project completion.
If the party fails to complete the project by the agreed completion date of [insert date], the party agrees to pay liquidated damages of $[amount] per day of delay, up to a maximum of $[total amount].
Liquidated damages for breach of data protection requirements
This clause specifies damages for data protection breaches.
If the party fails to comply with the data protection requirements outlined in this Agreement, liquidated damages of $[amount] will be payable for each instance of non-compliance, with a maximum liability of $[total amount].
Liquidated damages for failure to meet reporting deadlines
This clause defines reporting deadline violations.
The party agrees to pay liquidated damages in the amount of $[amount] for each day a required report is not submitted by the specified deadline, up to a maximum total of $[amount] per year.
Liquidated damages for delay in providing access
This clause addresses delay in providing access.
If the party delays in providing access to facilities, systems, or necessary personnel as outlined in this Agreement, liquidated damages of $[amount] per day will be incurred, up to a maximum of $[total amount] for the term of the Agreement.
Liquidated damages for failure to perform maintenance
This clause covers maintenance-related damages.
The party agrees to pay liquidated damages of $[amount] for each day of delay in performing the required maintenance services outlined in this Agreement, with the total amount not exceeding $[total amount].
Liquidated damages for missed deadlines on subcontractor obligations
This clause specifies subcontractor deadline penalties.
If any subcontractor fails to meet the deadlines outlined in their scope of work under this Agreement, liquidated damages of $[amount] per day of delay will be assessed, up to a maximum of $[total amount].
Liquidated damages for failure to deliver goods according to specifications
This clause outlines penalties for incorrect delivery.
If the party fails to deliver goods that conform to the specifications outlined in this Agreement, liquidated damages of $[amount] will be paid for each instance of non-compliance, up to a total of $[total amount] per year.
Liquidated damages for breach of service level agreements (SLAs)
This clause specifies damages for SLA breaches.
The party agrees to pay liquidated damages of $[amount] per violation if any service level agreement (SLA) terms are breached, with the maximum amount of liquidated damages not exceeding $[total amount] per year.
Liquidated damages for failure to provide regular updates
This clause defines penalties for missing updates.
If the party fails to provide the agreed-upon progress updates or status reports during the term of this Agreement, liquidated damages of $[amount] per day of delay will be imposed, with a total cap of $[total amount].
Liquidated damages for failure to maintain operational standards
This clause addresses operational standard breaches.
The party agrees to pay liquidated damages of $[amount] per incident of non-compliance with the operational standards specified in this Agreement, up to a maximum of $[total amount].
Liquidated damages for non-compliance with safety requirements
This clause ensures compliance with safety standards.
If the party fails to comply with the safety requirements outlined in this Agreement, liquidated damages of $[amount] will be assessed for each instance of non-compliance, with a cap of $[total amount] per year.
Liquidated damages for failure to meet warranty obligations
This clause covers warranty breach penalties.
The party agrees to pay liquidated damages of $[amount] per breach of warranty under this Agreement, with a maximum liability of $[total amount] for all warranty breaches during the term of the Agreement.
Liquidated damages for failure to comply with delivery instructions
This clause specifies delivery instruction penalties.
If the party fails to comply with the delivery instructions set forth in this Agreement, liquidated damages of $[amount] will be paid for each delivery that does not meet the agreed-upon terms, up to a maximum of $[total amount].
Liquidated damages for failure to meet communication requirements
This clause defines communication-related penalties.
The party agrees to pay liquidated damages of $[amount] for each instance of failing to meet the communication requirements as specified in this Agreement, with a total cap of $[total amount].
Liquidated damages for failure to meet customer satisfaction standards
This clause ensures customer satisfaction compliance.
The party agrees to pay liquidated damages of $[amount] for each instance of failure to meet the customer satisfaction standards outlined in this Agreement, up to a maximum total of $[total amount] per year.
Liquidated damages for failure to comply with licensing requirements
This clause specifies penalties for licensing violations.
If the party fails to meet any licensing requirements stipulated in this Agreement, liquidated damages of $[amount] will be incurred for each violation, with a maximum liability of $[total amount].
Liquidated damages for failure to execute necessary contract amendments
This clause covers failure to execute amendments.
The party agrees to pay liquidated damages of $[amount] for each instance of failure to execute any necessary amendments or updates to this Agreement, with a maximum amount of $[total amount].
Liquidated damages for delays in project approval
This clause specifies penalties for project approval delays.
If the project or any of its phases is delayed due to failure to provide timely approvals as required under this Agreement, liquidated damages of $[amount] per day of delay will be incurred, up to a maximum of $[total amount].
Liquidated damages for failure to comply with export control regulations
This clause addresses export control violations.
The party agrees to pay liquidated damages of $[amount] for each instance of non-compliance with export control regulations that may apply to this Agreement, up to a maximum of $[total amount].
Liquidated damages for failure to meet product specifications
This clause addresses failure to meet specifications.
If the party fails to deliver products that meet the specifications outlined in this Agreement, liquidated damages of $[amount] will be paid for each instance of non-compliance, up to a total maximum of $[total amount].
Liquidated damages for failure to adhere to project timelines
This clause outlines penalties for missed project timelines.
The party agrees to pay liquidated damages of $[amount] for each day that the project is delayed beyond the agreed-upon completion date, with a total cap of $[total amount] for the entire project.
Liquidated damages for failure to maintain required performance levels
This clause defines penalties for performance breaches.
If the party fails to meet the agreed-upon performance levels, liquidated damages in the amount of $[amount] will be assessed for each instance of non-compliance, up to a maximum of $[total amount] per year.
Liquidated damages for failure to submit required documents
This clause specifies penalties for document submission delays.
The party agrees to pay liquidated damages of $[amount] for each day of delay in submitting required documents or reports under this Agreement, up to a maximum of $[total amount].
Liquidated damages for failure to meet contractual deadlines
This clause addresses missed deadlines.
If the party fails to meet any of the deadlines outlined in this Agreement, liquidated damages of $[amount] will be assessed for each day the deadline is missed, up to a maximum of $[total amount].
Liquidated damages for failure to provide required certifications
This clause specifies penalties for missing certifications.
The party agrees to pay liquidated damages of $[amount] for each failure to provide the required certifications under this Agreement, with a total cap of $[total amount].
Liquidated damages for failure to implement agreed-upon modifications
This clause defines penalties for failure to implement changes.
If the party fails to implement modifications or changes as agreed upon in this Agreement, liquidated damages of $[amount] will be incurred for each failure to act, up to a maximum of $[total amount].
Liquidated damages for breach of non-disclosure agreement
This clause addresses non-disclosure breach penalties.
The party agrees to pay liquidated damages of $[amount] for each breach of the non-disclosure provisions set forth in this Agreement, up to a maximum of $[total amount].
Liquidated damages for delay in delivering key personnel
This clause specifies penalties for delayed personnel.
If the party fails to provide the key personnel necessary for the performance of this Agreement on time, liquidated damages of $[amount] per day of delay will be assessed, with a maximum liability of $[total amount].
Liquidated damages for failure to meet customer satisfaction criteria
This clause addresses customer satisfaction failures.
The party agrees to pay liquidated damages of $[amount] for each failure to meet the customer satisfaction criteria outlined in this Agreement, with a cap of $[total amount] per quarter.
Liquidated damages for failure to meet environmental compliance
This clause defines environmental compliance penalties.
The party agrees to pay liquidated damages of $[amount] for each violation of environmental regulations during the performance of this Agreement, up to a maximum of $[total amount].
Liquidated damages for non-performance of services
This clause addresses non-performance of services.
If the party fails to perform any services under this Agreement as specified, liquidated damages of $[amount] per day of non-performance will be assessed, with a maximum total of $[total amount].
Liquidated damages for failure to comply with insurance requirements
This clause specifies insurance non-compliance penalties.
The party agrees to pay liquidated damages of $[amount] for each day of failure to maintain the required insurance coverage under this Agreement, up to a maximum of $[total amount].
Liquidated damages for failure to meet regulatory deadlines
This clause defines penalties for missing regulatory deadlines.
If the party fails to meet any regulatory deadlines required under this Agreement, liquidated damages of $[amount] per day will be assessed, up to a maximum of $[total amount].
Liquidated damages for failure to comply with delivery instructions
This clause specifies delivery instruction penalties.
If the party fails to adhere to the delivery instructions outlined in this Agreement, liquidated damages of $[amount] will be paid for each non-compliant delivery, with a cap of $[total amount].
Liquidated damages for delays caused by subcontractors
This clause addresses subcontractor-related delays.
The party agrees to pay liquidated damages of $[amount] for each day of delay caused by a subcontractor’s failure to meet the deadlines under this Agreement, up to a maximum of $[total amount].
Liquidated damages for failure to meet reporting obligations
This clause defines reporting breach penalties.
If the party fails to submit reports as required under this Agreement, liquidated damages of $[amount] per day of delay will be imposed, with a total cap of $[total amount] per year.
Liquidated damages for failure to meet technical specifications
This clause specifies penalties for technical breaches.
If the party delivers goods or services that fail to meet the technical specifications outlined in this Agreement, liquidated damages of $[amount] will be assessed for each occurrence of non-compliance, up to a maximum of $[total amount].
Liquidated damages for delay in project approval
This clause addresses approval-related delays.
The party agrees to pay liquidated damages of $[amount] per day if there is a delay in obtaining necessary project approvals from any governing body or third-party entity, up to a maximum of $[total amount].
Liquidated damages for non-delivery of required licenses
This clause addresses license delivery penalties.
If the party fails to provide the required licenses or certifications under this Agreement, liquidated damages of $[amount] per day of delay will be assessed, up to a total cap of $[total amount].
Liquidated damages for delay in providing required resources
This clause defines penalties for resource-related delays.
If the party fails to provide the required resources, including equipment, facilities, or personnel, as specified in this Agreement, liquidated damages of $[amount] per day of delay will be assessed, up to a maximum of $[total amount].
Liquidated damages for failure to meet service continuity standards
This clause addresses service continuity failures.
If the party fails to meet the agreed-upon service continuity standards or disrupts the services specified in this Agreement, liquidated damages of $[amount] will be payable for each instance of service disruption, up to a total of $[total amount].
Liquidated damages for failure to comply with applicable laws
This clause ensures legal compliance penalties.
If the party fails to comply with applicable laws, including but not limited to labor, tax, and environmental laws, during the performance of this Agreement, liquidated damages of $[amount] will be assessed for each violation, up to a maximum of $[total amount].
Liquidated damages for failure to meet delivery volume requirements
This clause specifies penalties for missed delivery volumes.
The party agrees to pay liquidated damages of $[amount] for each failure to meet the delivery volume requirements set forth in this Agreement, with a total cap of $[total amount] for the entire term of the Agreement.
Liquidated damages for failure to maintain quality control
This clause addresses quality control failures.
If the party fails to meet the quality control standards outlined in this Agreement, liquidated damages of $[amount] will be paid for each instance of non-compliance, up to a total of $[total amount].
Liquidated damages for delay in approval of invoices
This clause addresses invoice approval delays.
If the party fails to approve invoices within the timeline specified in this Agreement, liquidated damages of $[amount] per day of delay will be assessed, up to a maximum of $[total amount].
Liquidated damages for delay in providing technical support
This clause defines penalties for delay in support.
The party agrees to pay liquidated damages of $[amount] for each day of delay in providing technical support or assistance, as specified in this Agreement, up to a maximum of $[total amount].
Liquidated damages for failure to meet insurance coverage deadlines
This clause specifies insurance deadline penalties.
If the party fails to meet the deadlines for providing insurance coverage required under this Agreement, liquidated damages of $[amount] per day of delay will be assessed, up to a maximum of $[total amount].
Liquidated damages for failure to meet communication requirements
This clause defines communication penalty breaches.
The party agrees to pay liquidated damages of $[amount] for each instance of failing to meet the communication requirements outlined in this Agreement, with a maximum cap of $[total amount] for the duration of the Agreement.
Liquidated damages for delay in submitting performance data
This clause specifies penalties for delayed data submission.
If the party fails to submit required performance data within the specified deadlines, liquidated damages of $[amount] per day of delay will be charged, up to a maximum of $[total amount].
Liquidated damages for failure to meet contract performance thresholds
This clause defines performance penalty breaches.
The party agrees to pay liquidated damages of $[amount] for each failure to meet the agreed performance thresholds specified in this Agreement, with the total liquidated damages not exceeding $[total amount].
Liquidated damages for failure to comply with environmental guidelines
This clause addresses environmental non-compliance.
If the party fails to comply with the environmental guidelines or regulations specified in this Agreement, liquidated damages of $[amount] will be assessed for each violation, with a total cap of $[total amount].
Liquidated damages for failure to meet deadlines on regulatory filings
This clause defines penalties for regulatory filing delays.
If the party fails to meet the deadlines for any regulatory filings required under this Agreement, liquidated damages of $[amount] per day of delay will be imposed, with a total cap of $[total amount].
Liquidated damages for failure to meet safety standards
This clause specifies safety penalty breaches.
The party agrees to pay liquidated damages of $[amount] for each failure to meet the agreed safety standards specified in this Agreement, with a maximum liability of $[total amount].
Liquidated damages for delays in obtaining necessary approvals
This clause addresses delay in obtaining approvals.
The party agrees to pay liquidated damages of $[amount] for each day of delay in obtaining the necessary approvals from regulatory authorities or other parties, with a total maximum liability of $[total amount].
Liquidated damages for failure to meet ethical compliance standards
This clause ensures ethical compliance.
If the party fails to meet the ethical compliance standards as outlined in this Agreement, liquidated damages of $[amount] will be assessed for each breach, up to a maximum of $[total amount].
Liquidated damages for delay in initiating post-project review
This clause defines penalties for delayed review.
If the party fails to initiate the post-project review within the specified period following project completion, liquidated damages of $[amount] per day of delay will be charged, up to a maximum of $[total amount].
Liquidated damages for failure to maintain contractual security measures
This clause defines penalties for security measure failures.
The party agrees to pay liquidated damages of $[amount] for each failure to maintain the security measures specified in this Agreement, with a maximum cap of $[total amount].
Liquidated damages for delays caused by force majeure events
This clause specifies penalties for force majeure delays.
In the event of a delay caused by a force majeure event, liquidated damages of $[amount] per day of delay will apply, provided the delay exceeds [X] days, up to a maximum of $[total amount].
Liquidated damages for failure to comply with performance audit requirements
This clause specifies penalties for missed audits.
If the party fails to comply with performance audit requirements set forth in this Agreement, liquidated damages of $[amount] per day of non-compliance will be assessed, with a cap of $[total amount] for the term of the Agreement.
Liquidated damages for delay in final inspection
This clause specifies penalties for final inspection delays.
If the party fails to complete the final inspection by the agreed deadline, liquidated damages of $[amount] will be incurred for each day of delay, up to a maximum of $[total amount].
Liquidated damages for failure to meet regulatory compliance
This clause addresses regulatory compliance failures.
If the party fails to meet the regulatory compliance requirements outlined in this Agreement, liquidated damages of $[amount] per violation will be assessed, with a total cap of $[total amount] for the duration of the Agreement.
Liquidated damages for failure to provide timely updates
This clause defines penalties for late updates.
The party agrees to pay liquidated damages of $[amount] for each day of delay in providing required updates or progress reports, with a cap of $[total amount].
Liquidated damages for failure to meet project specifications
This clause specifies penalties for project specification breaches.
If the party fails to meet the project specifications outlined in this Agreement, liquidated damages of $[amount] will be payable for each instance of non-compliance, up to a maximum of $[total amount].
Liquidated damages for delays in obtaining necessary licenses
This clause defines penalties for licensing delays.
If the party fails to obtain the necessary licenses or permits by the specified deadlines, liquidated damages of $[amount] per day of delay will be incurred, with a total cap of $[total amount].
Liquidated damages for failure to meet customer response time
This clause defines penalties for response time delays.
The party agrees to pay liquidated damages of $[amount] for each failure to meet the required customer response times outlined in this Agreement, up to a maximum of $[total amount].
Liquidated damages for delayed installation
This clause addresses delayed installation.
If the party fails to complete the installation of goods or services by the agreed-upon date, liquidated damages of $[amount] will be charged for each day of delay, with a total maximum of $[total amount].
Liquidated damages for failure to perform corrective actions
This clause addresses corrective action failures.
The party agrees to pay liquidated damages of $[amount] for each failure to implement the corrective actions required under this Agreement, up to a maximum of $[total amount].
Liquidated damages for failure to deliver necessary materials
This clause specifies penalties for delayed material delivery.
If the party fails to deliver the necessary materials as specified in this Agreement, liquidated damages of $[amount] per day of delay will apply, with a total cap of $[total amount].
Liquidated damages for delay in providing reports
This clause defines penalties for report submission delays.
If the party fails to submit required reports on time as specified in this Agreement, liquidated damages of $[amount] per day of delay will be charged, with a maximum liability of $[total amount].
Liquidated damages for delay in project kick-off
This clause specifies penalties for project start delays.
The party agrees to pay liquidated damages of $[amount] for each day the project start date is delayed beyond the agreed-upon date, up to a maximum of $[total amount].
Liquidated damages for failure to meet contractual obligations
This clause addresses general obligation breaches.
If the party fails to meet any of its contractual obligations under this Agreement, liquidated damages of $[amount] will be assessed for each failure to perform, with a total cap of $[total amount].
Liquidated damages for delay in performance of key services
This clause defines service-related penalties.
The party agrees to pay liquidated damages of $[amount] per day for each day of delay in the performance of key services, as defined in this Agreement, up to a maximum of $[total amount].
Liquidated damages for delay in providing access to facilities
This clause addresses access-related delays.
If the party fails to provide timely access to facilities, systems, or equipment required for the performance of this Agreement, liquidated damages of $[amount] per day of delay will apply, up to a maximum of $[total amount].
Liquidated damages for failure to meet milestone deadlines
This clause specifies penalties for missed milestones.
The party agrees to pay liquidated damages of $[amount] per day for each missed milestone under this Agreement, with a cap of $[total amount] for the entire term of the Agreement.
Liquidated damages for failure to meet quality assurance standards
This clause defines penalties for quality assurance failures.
If the party fails to meet the quality assurance standards as outlined in this Agreement, liquidated damages of $[amount] will be assessed for each breach, up to a maximum of $[total amount].
Liquidated damages for delay in achieving project objectives
This clause specifies project delay penalties.
If the party fails to achieve the specified project objectives by the agreed-upon deadlines, liquidated damages of $[amount] per day of delay will apply, up to a total of $[total amount].
Liquidated damages for failure to meet reporting frequency
This clause addresses reporting delays.
If the party fails to submit required reports at the specified frequency outlined in this Agreement, liquidated damages of $[amount] per missed report will be assessed, with a total maximum of $[total amount].
Liquidated damages for failure to meet delivery deadlines for multiple items
This clause addresses multi-item delivery delays.
If the party fails to meet the agreed delivery deadlines for any of the items specified in this Agreement, liquidated damages of $[amount] per day of delay will apply to each item, up to a maximum total of $[total amount].
Liquidated damages for failure to perform under a specific section
This clause specifies penalties for section-specific breaches.
If the party fails to perform any obligations specified in Section [X] of this Agreement, liquidated damages of $[amount] per day of delay will apply, with a total cap of $[total amount].
This article contains general legal information and does not contain legal advice. Cobrief is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.