survival clause
Definition
A survival clause is a section in a contract that keeps certain promises or obligations alive even after the contract ends or a deal closes. Without this clause, most contractual duties would simply disappear once the agreement officially terminates, which could leave you unprotected if problems surface later.
Example
You sell your business and include a survival clause stating that your warranties about the company's financial records remain in force for two years after closing, so the buyer can still sue you if they later discover you misrepresented the books.
Watch Out
Pay close attention to exactly which provisions survive and for how long, because a vague or overly broad survival clause can expose you to liability long after you thought a deal was completely finished.
See which terms appear in your contract?
This definition is for informational purposes only and does not constitute legal advice. Please consult with a licensed attorney for legal guidance.