A \u201cnotwithstanding\u201d clause is a contract provision that ensures a specific term overrides any conflicting terms elsewhere in the agreement. For your business, this wording can significantly shift risk, as it determines which obligations take priority, particularly in areas like liability, payment or compliance. If misunderstood or poorly drafted, it can override protections you expected to rely on or create unintended exposure.\u00a0 This article explains what \u201cnotwithstanding\u201d clauses mean, how they operate in contracts and the risks you should manage when using them.<\/p>\n\n\n\n
At its core, the term “notwithstanding” simply means “despite” or “regardless of.” Including this in a contract signals that the following statement or condition takes priority and overrides other parts of the contract.<\/p>\n\n\n\n
Imagine a contract with a general rule stating that you must provide a 30-day notice before terminating the agreement. However, another section includes a “notwithstanding” clause:<\/p>\n\n\n\n
In this example, the “notwithstanding” clause establishes that despite the normal 30-day notice rule, you (or the other party) can disregard that requirement and terminate the contract<\/a> immediately if there is a serious violation or breach of the terms.<\/p>\n<\/div>\n\n\n\n “Notwithstanding” clauses give certain parts of a contract more weight and allow them to override or take precedence over other potentially conflicting sections. It creates a hierarchy within the contract terms<\/a>, ensuring that the provision introduced by “notwithstanding” takes priority.<\/p>\n\n\n\n Here are some additional examples to illustrate this concept:<\/p>\n\n\n\n In both cases, the “notwithstanding” part makes payment duties and confidentiality rules exceptions that override anything else in the contract.<\/p>\n\n\n\n\n\n Continue reading this article below the form\n <\/i>\n<\/a>\nThe Overriding Effect of “Notwithstanding\u201d<\/h2>\n\n\n\n
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