4
PLAYBOOK TEMPLATES
Outsourcing Agreement
An Outsourcing Agreement governs the delegation of business functions to an external provider, defining scope, service levels, and performance standards. This playbook highlights key risk mitigation strategies for data protection, continuity, and liability allocation.
Limitation of Liability
Negotiation strategy
Negotiate a liability cap that reflects the contract's value and includes exclusions for indirect damages. Ensure carve-outs for gross negligence and IP infringement are clearly defined.
Advocate for a reasonable liability cap that protects against excessive claims. Ensure the clause includes necessary carve-outs and aligns with industry standards.
Essential elements
1
Liability Cap
Maximum recoverable damages.
2
Exclusion of Indirect Damages
No liability for indirect losses.
3
Carve-Outs
Exceptions for specific claims.
Action framework
ACCEPT
Propose edits if the liability cap is disproportionate or lacks necessary carve-outs.
EDIT
Reject if the clause imposes unlimited liability or lacks exclusions for indirect damages.
ADD
Add language to include a liability cap and carve-outs if missing.
PRO TIP
Regularly review and adjust the liability cap to reflect changes in contract value and risk exposure.
Real-world examples
FAVORABLE
Balanced Liability Cap
"The total liability of either party under this Agreement, whether in contract, tort, or otherwise, shall not exceed the total amount paid or payable by the Client under this Agreement. This limitation shall apply to all claims, including but not limited to, breach of contract, negligence, and any other tortious conduct."
NEUTRAL
Standard Liability Clause
"The total liability of either party shall not exceed the greater of $X or the total amount paid under this Agreement, excluding indirect damages, with exceptions for gross negligence and IP infringement."
UNFAVORABLE
Unlimited Liability Exposure
"The liability of either party is unlimited and includes all types of damages, without any exclusions or carve-outs."
Alternative scenarios & positions
High-Value Contracts
For contracts exceeding $1 million, a more detailed review is required. Consider a higher liability cap or additional carve-outs to address increased risk.
Jurisdiction-Specific Requirements
Adjust the clause to comply with local legal requirements in jurisdictions with specific liability laws, such as Texas or New York.
Technology Transactions
In technology contracts, ensure the liability cap accounts for potential IP infringement claims and includes specific carve-outs for such scenarios.
Access all other DocJuris Playbooks
Launch in days, not months
Unlike complex CLMs with long implementations and steep learning curves, DocJuris is built for speed and simplicity. We integrate with your workflow—whether connecting to a CLM or uploading agreements manually—so you're up and running in days, not months.
WEEK 1
CLM Readiness and Design
Our CX team works with you to understand your contracting challenges, prioritize key workflows, and identify the biggest impact areas. We build a tailored implementation plan that fits your needs.
WEEK 2
Install Module
We connect DocJuris to your contract repositories, set up admin and user accounts, and ensure your environment is ready for success.
WEEK 3
Deliver & Test
Your team builds initial playbooks, reviews existing clause libraries, and trains the DocJuris agent to align with your internal standards and negotiation positions.
WEEK 4
Launch
We support you in rolling out DocJuris to a pilot group or your full organization—with launch materials, training, and hands-on support to drive adoption from day one.
Not another CLM
Tackle everything your team needs using existing IT without expensive consultants, outrageous user licensing fees, or complex coding. DocJuris takes on the heavy lift and delivers your requirements with its people, process, and technology.
See how DocJuris can automate your legal, procurement, and sales operations.
Request demo
COMPANY
© 2025 DocJuris, Inc. All rights reserved. Patent Pending.
DocJuris is not a law firm or a substitute for an attorney or law firm. We cannot provide any kind of advice, explanation, opinion, or recommendation about possible legal rights, remedies, defenses, options,selection of forms or strategies.