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I am having great difficulties understanding this excerpt from a contract I've been presented. Could anyone explain what is the intent here?

No Election of Remedies

Except as expressly set forth in this Agreement, the exercise by Company of any of its remedies under this Agreement shall be without prejudice to its other remedies under this Agreement or available at law or in equity. The election by the Company to terminate this Agreement in accordance with its terms shall not be deemed an election of remedies, and all other remedies provided by this Agreement or available at law or in equity shall survive any termination.

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In simple terms:

Except as expressly set forth in this Agreement, ...

Whatever follows next is only limited by what the agreement clearly says is limited.

... the exercise by Company of any of its remedies under this Agreement ...

  • A remedy is something that helps to fix a situation back to what it "should be" in legal terms.

  • There is an implication that the agreement provides for a number of ways of fixing any problems that occur, related to following or breaching the contract.

  • Whatever follows next is assuming that one of those remedies has been used or chosen for fixing a problem.

... shall be without prejudice to its other remedies under this Agreement or available at law or in equity.

Having chosen to use one or some remedies, it still has the choice of using any of the others in the agreement and also those available generally under the law.

The election by the Company to terminate this Agreement in accordance with its terms shall not be deemed an election of remedies, ...

Ending the agreement doesn't count as choosing one of the remedies.

... and all other remedies provided by this Agreement or available at law or in equity shall survive any termination.

It doesn't matter if the agreement is ended, regardless of why, the company still has the choice of any remedies as before.

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IANAL, I am not your lawyer:

My reading of that section is:

1) The agreement sets out multiple "remedies" if the agreement is breached.

2) If the Company chooses to apply one of the listed remedies, that does not prevent it from later apply a different remedy, except for any limitations that the Agreement or applicable law provide for.

3) If the Company chooses to terminate the agreement (in the manner supplied within the agreement), that decision is not to be considered a remedy, and so would not incur any limitation set forth by the agreement or applicable law (subject to the agreement of the applicable law on that last point).

Note that in legalese, a remedy a catchall term for a method of gaining/restoring "justice" or a "just state of affairs".

Basically, it can be read as if the Company pursues one of the ways of remedying an injustice specified in the agreement, doing so does not limit the Company's ability to pursue one of the other ways specified, unless such limitations are explicitly mentioned in the agreement or are provided for under applicable law (e.g. a State's Consumer Protection or Commerce laws). Additionally, if the Company follows the termination procedure put forth in the agreement, the remedies survive the termination and still can be pursued; also, doing so does not constitute pursuing a remedy, in the case that there is a limit on remedies that can be pursued.

The Company's intent is ensure to the degree possible that they can keep all of their options open in the case the a problem arises with the agreement.

For example, lets say that this is a car lease in which the Company owns the vehicle and leases it to Bob. In the case of missed payments, the Company may have the rights, under the agreement to repossess the car or sue Bob in court to recover the damages. If Bob misses multiple payments, the Company may repossess the car, but under the clause above, doing so would not prevent them from suing Bob for the remainder of the money owed to them.

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