Use this button to switch between dark and light mode.

No merger clauses

The guidance note on no merger clauses explores how these contractual provisions prevent the automatic merging of parties’ rights and obligations upon contract completion, a key concern in commercial agreements. Authored by legal experts, it explains the clause’s purpose, its relationship with survival and entire agreement clauses, and the complex doctrine of merger that it seeks to address.

Topics Covered

  • Purpose of clause
  • Related clauses
  • Doctrine of merger
  • Drafting a no merger clause

Essential Insights

  • Understand how a no merger clause ensures contractual rights endure beyond contract completion and specified events.
  • Assess the interplay between no merger, survival, and entire agreement clauses and their differing legal effects.
  • Consider the doctrine of merger’s application in common law and equity, affecting property and contractual interests.
  • Recognise critical court decisions shaping the interpretation of no merger clauses and merger implications.
  • Identify drafting strategies to preserve specified rights or obligations, including post-judgment interests.
  • Evaluate the role of no merger clauses in multi-agreement transactions to maintain distinct obligations.

To view the full version of this document and thousands of others like it, sign-in with LexisNexis or register for a free trial.