Survivorship: Overview, definition, and example
What is survivorship?
Survivorship refers to the legal concept or contractual provision that ensures certain rights, obligations, or benefits continue or transfer to a surviving party after the death, departure, or dissolution of one party. In contracts, a survivorship clause often specifies that specific provisions, such as confidentiality, indemnity, or payment obligations, remain enforceable even after the agreement is terminated or a party ceases to exist.
For example, in joint tenancy property ownership, the right of survivorship allows the surviving owner(s) to inherit the deceased owner's share automatically.
Why is survivorship important?
Survivorship is important because it ensures continuity and clarity in legal or contractual relationships, especially in cases where one party is no longer present. It provides protection to surviving parties by clarifying their rights and responsibilities, avoiding potential disputes.
In contracts, survivorship clauses are often used to ensure that key obligations, such as confidentiality or indemnification, remain enforceable even after the main agreement has ended. In property ownership or estate planning, survivorship helps avoid lengthy probate processes and ensures the smooth transfer of assets.
Understanding survivorship through an example
Imagine two business partners jointly own a piece of real estate as joint tenants. Under the right of survivorship, if one partner passes away, the other partner automatically inherits the deceased partner’s share without the need for probate, ensuring a seamless transfer of ownership.
In another example, a consulting agreement includes a survivorship clause stating that confidentiality and indemnification obligations will survive the termination of the agreement. Even after the consulting engagement ends, the consultant remains obligated to keep sensitive information confidential and indemnify the client for certain claims.
An example of a survivorship clause
Here’s how a survivorship clause might appear in a contract:
“The provisions of this Agreement relating to confidentiality, indemnification, and dispute resolution shall survive the termination or expiration of this Agreement and remain binding on the Parties.”
Conclusion
Survivorship ensures that specific rights, obligations, or benefits continue beyond the termination of an agreement or the death of a party. It provides clarity and continuity, reducing uncertainty and avoiding disputes. For businesses and individuals, survivorship clauses are a key tool for safeguarding ongoing obligations and ensuring the smooth transfer of rights or assets.
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.