General provisions: Overview, definition, and example
What are general provisions?
General provisions in a contract refer to standard clauses that apply broadly to the entire agreement. These provisions address essential administrative, procedural, and interpretative matters, such as governing law, dispute resolution, amendments, notices, and severability. They ensure the contract is practical, enforceable, and capable of addressing unforeseen situations.
For example, a general provision might state how the contract can be amended or which jurisdiction’s laws will govern the agreement.
Why are general provisions important?
General provisions are important because they establish the foundational rules and procedures for how the contract operates. They provide clarity on overarching issues, ensuring that the agreement is complete and capable of handling potential challenges or disputes.
For SMBs, general provisions create consistency, reduce legal risks, and ensure that contracts are enforceable and aligned with legal and business practices.
Understanding general provisions through an example
Imagine a supply agreement between a retailer and a wholesaler. The general provisions might include:
- “Governing Law: This Agreement shall be governed by the laws of the State of California.”
- “Amendments: This Agreement may only be modified by a written agreement signed by both Parties.”
These provisions clarify which legal system will apply and how changes to the contract should be handled.
In another example, a service agreement might include:
- “Notices: All notices under this Agreement must be sent to the addresses specified below via email or certified mail.”
- “Severability: If any provision of this Agreement is found to be invalid, the remaining provisions shall remain in full force and effect.”
These provisions ensure the contract remains functional and enforceable, even if some sections are challenged or need updates.
An example of a general provisions section
Here’s how a general provisions section might appear in a contract:
“Governing Law: This Agreement shall be governed by the laws of the State of New York. Notices: All notices, requests, or demands shall be delivered in writing to the addresses specified herein. Severability: If any provision of this Agreement is held invalid, such invalidity shall not affect the remaining provisions, which shall continue in full force and effect. Amendments: Any modifications to this Agreement must be in writing and signed by both Parties.”
Conclusion
General provisions are essential components of a contract that address procedural and administrative matters. They ensure the agreement is practical, enforceable, and adaptable, providing a solid foundation for business relationships.
For SMBs, including clear and comprehensive general provisions in contracts ensures that their agreements are robust, legally sound, and capable of addressing unforeseen challenges. These provisions create a framework that supports fairness, clarity, and smooth execution of the contract.
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.