No other duties: Overview, definition, and example

What is no other duties?

A "no other duties" clause in a contract clarifies that the parties’ obligations under the agreement are limited to the duties explicitly outlined in the contract. It ensures that no additional, implied, or unwritten responsibilities are expected from either party beyond what has been specifically agreed to. This clause prevents one party from later claiming that the other party has other unspoken obligations.

Why is no other duties important?

This clause is crucial because it helps limit liability and prevents misunderstandings about the scope of the contract. It clarifies that no extra duties or responsibilities will be assumed by either party unless specifically stated in the contract. It is commonly used to avoid disputes where one party might try to impose additional obligations that were not originally agreed to.

Understanding no other duties through an example

A company signs a service agreement with a contractor to perform specific tasks like website development. The contract includes a "no other duties" clause to confirm that the contractor is not required to perform any work outside the specific scope outlined in the contract, such as ongoing maintenance or marketing efforts unless those tasks are separately agreed upon. This protects the contractor from being expected to do extra work without additional compensation.

Example of a no other duties clause

Here’s how a no other duties clause may look like in a contract:

Except as expressly stated in this agreement, neither party shall have any other duties or obligations to the other party, and no additional duties or responsibilities shall be implied or required.

Conclusion

The "no other duties" clause helps to protect both parties from unexpected or unwarranted obligations. By explicitly limiting the scope of duties, it ensures that the agreement stays focused on the terms that have been mutually agreed upon, minimizing the potential for disputes or confusion about what is expected from each party.


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.