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Amendment Agreement Recitals

Types of recital clauses. The recitals contain general information on the parties, the context of the agreement and the introduction to the agreement itself. There are different types of clauses: preamble title. The preamble is usually written with the title Recitals, Where or Background, probably in capital letters or bold. They discuss some key features of the agreement, associated transaction, or transactions of the parties and help the reader understand the background before looking at the definition section. An author should also refrain from completing the recitals with additional non-essential definitions (e.g. B the shares, the undertaking or the product) or a multiple of references `(as defined in Article 1)` immediately after each defined term. Recitals in the Treaties. Most contracts have under the title and block of the parties, but before the current text of the agreement, a set of paragraphs that are also called “preamble”, “recitals” or “where” clauses.

Content. The information mentioned in the preamble should be limited to intentions, wishes or factual assertions. It is customary to limit such declarations to substantive reservations which may directly affect the validity or application of the treaty. Other particularities that explain the overall state of the proposed transaction, such as the interdependence of the contract with other agreements (if any) or the obligation to meet certain essential conditions or to grant administrative authorisations, can also be discussed here. Overall, the issues addressed in a preamble should be of such importance that, if one of them were not true, the treaty could be annulled on the legal basis of “error” (“error”). The recitals are formulated as traditional paragraphs containing grammatically complete sentences and not as multiple clauses, starting from the original preamble. It is therefore not necessary to limit the recitals to a single sentence. It is good practice to end each recital with a period and not a semicolon.

This is also preferable when it comes to salary assembly software, in which paragraphs are automatically inserted or omitted. For example, do not write: presentation. The recitals of the Treaties on the European model are often listed with a capital letter (A), (B), (C) etc., or a Roman numbering. Recitals should not be enumeration points. American-style contracts often begin each recital with the word where,. In addition, recitals are generally considered enumerations: each recital would end with a semicolon, while the first recital is read as continuing the lead-in (which could be the preamble title `while`). See also section 5.2 (d) (enumerations). The preamble to a contract usually consists of one to five paragraphs describing the entire transaction. For most relatively standardised types of contracts, the list of recitals is limited to a few.

On the other hand, transaction agreements and very tailor-made (complex) agreements may include a dozen or more recitals indicating any fact or event, the uncertainty to be settled or the point of view of each party on a dispute. No obligations. On the other hand, clauses should never contain obligations, conditions, guarantees, rules or obligations. Recitals can be useful in defining (in non-legal terms) the “transaction”. However, do not use popular or loose language to describe a topic that is otherwise well defined in a definition, as this leads to ambiguities.. . . .