Clause Playbooks

Your firm's house style

48 clause types curated by your senior partners. Every draft and every risk score is benchmarked against these entries.

+ New Playbook Entry

Featured entries

  • PB / 01Confidentiality Term

    "Confidentiality obligations shall survive for three (3) years from the Effective Date."

    Red lines

    • No term exceeding 3 years for general commercial NDAs
    • Trade-secret-marked information may extend to 5 years only
  • PB / 02Indemnification Cap

    "Aggregate liability shall not exceed the greater of ₦10,000,000 or fees paid under the underlying engagement, save for wilful misconduct or fraud."

    Red lines

    • No uncapped indemnification
    • Carve-outs limited to wilful misconduct, fraud, gross negligence
  • PB / 03Liquidated Damages

    "Liquidated damages, where included, must reflect a genuine pre-estimate of loss and be subject to an aggregate cap."

    Red lines

    • No per-occurrence cumulative liability
    • No clause likely to be construed as a penalty
  • PB / 04Governing Law

    "This Agreement shall be governed by the laws of the Federal Republic of Nigeria, with disputes referred to the Lagos Court of Arbitration."

    Red lines

    • No foreign-law governance without commercial justification
    • No exclusive foreign forum for domestic counterparties
  • PB / 05Assignment

    "Neither Party may assign without consent, except to a successor in connection with a merger, acquisition or sale of substantially all its assets."

    Red lines

    • No unilateral right of assignment
    • Successor obligations must bind by operation of law
  • PB / 06IP Ownership

    "Pre-existing IP remains with its owner; foreground IP created in the course of the engagement vests in the commissioning Party upon full payment."

    Red lines

    • No silent IP transfer
    • No work-for-hire framing without payment trigger

Coverage by contract type

NDA

14/14

Services

18/22

Employment

12/16

Vendor

9/14

SaaS

6/14

Partnership

3/10