Many times, lawyers include clauses in a contract that is already covered by the law.

For example recently, a customer's lawyer wanted to add a clause to our service agreement that in summary says "we will comply with data protection laws, anti-bribery laws, etc."

Our contract is not above the law and we, as a service or product supplier, already have the obligation to comply with these laws. Why the need to add them to the contract ?


When your company breaks a law, then that's first and foremost a matter between your company and the legal authorities. Your company might have to pay a fine to the government, you might lose some licenses, a couple people might even go to prison, etc.. But none of that benefits your customer in any material way.

But when they put your obligations to comply with the law in the contract, then they have a much easier time to hold you liable for any damages they had because your company broke the law.


Why the need to add them to the contract ?

Oftentimes it is a lawyer's mere attempt to justify what he bills his clients, and incorporating redundancies in a contract might be the only "added value" he can point out for that purpose. This is more evident when asking to insert generic language such as "anti-bribery laws", since the essence of bribery contravenes the covenant of good faith and fair dealing on which all contracts are premised.

In other situations there might be a good reason for stating with reasonable specificity which laws are controlling for purposes of the contract. That specificity incorporates terms, conditions, and context that will make it easier to ascertain the parties' known rights and duties in the event of a dispute. By contrast, barely mentioning "data protection laws" is sloppy because such laws vary by jurisdiction and, when the parties are located in different jurisdictions, determining after the fact which laws are applicable is not always a trivial matter.

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