Resource Library

The aim of a liquidated damages clause is to specify in advance the indemnification for a party that suffers from a breach of contractual obligations. Non-performance of a contract, without any evidence of actual damage, is grounds for pre-estimated compensation. This clause obviously limits the necessity to seek indemnification in court and is in demand in business contracts. However, if challenged, its efficiency may be greatly reduced by the intervention of a judge who has the power to modify the amount of the compensation determined in the contract. The distinction between liquidated damages and penalty clauses has a greater impact in common law countries than in those influenced by Civil Code tradition. This QuickCounsel assesses several court decisions in various European countries that bring to light these differences.

Properly executing a legal hold need not be an overly complicated or intimidating process. What it does require, however, is thoughtful planning and preparation in order to protect the business. This article contains ten best practices for creating a systematic process for executing legal holds.

Sample agreement language regarding the undertaking of confidential material.