Order of precedence

The "Order of Precedence" clause establishes the hierarchy of contractual documents to determine which terms and conditions take priority in the event of conflicts or inconsistencies. This clause ensures clarity and reduces disputes by outlining the order in which documents and provisions should be interpreted.

14 Order of precedence examples

  • Description
    ORDER OF PRECEDENCE A. All documents and provisions in this Agreement shall be read so as to be consistent to the fullest extent possible. In the event of a conflict or inconsistency between the documents or provisions as incorporated into or attached to the Agreement, the documents or provisions shall prevail in the order listed below, with the first document or provision listed having the highest precedence: a. Master Agreement b. Master Agreement Exhibits in the following order: i. Exhibit A (Definitions) ii. Master Agreement Exhibit B (Program Overview) iii. Exhibit C (Governance) iv. Exhibit D (Responsibility Matrix) v. Exhibit E (Background IP Schedule) vi. Exhibit F (Property Management System Plan) vii. Exhibit H (Subcontract Management Plan) viii. Exhibit C-1 (Governing Documents) ix. Exhibit G (Inventory of Buyer-Furnished Property, Consumable Material and Tooling) x. Exhibit I (List of Subcontractors) xi. Exhibit J (Task Order Form) c. Task Orders, in reverse chronological order, including Attachments other than the SOWs d. Task Order SOWs
    Document
    Virgin Galactic Holdings, Inc (SPCE)
  • Description
    Meetings of the Board of Directors shall be convened by the Director as prescribed in advance by the Board of Directors. If said Director is unable to do so, the Director and Chairman shall convene the meeting, and if the Director and Chairman is unable to do so, another Director shall convene the meeting in accordance with the order of precedence prescribed in advance by the Board of Directors.
    Document
    ALPS ALPINE CO., LTD.
  • Description
    Order of Precedence. With regard to the subject matter of this Addendum, in the event of inconsistencies between the provisions of this Addendum and the Agreement, the provisions of this Addendum shall prevail.
    Document
    Digital Turbine, Inc. (APPS)
  • Description
    Order of Precedence. This Amendment is supplementary to and modifies the Agreement. The terms of this Amendment supersede provisions in the Agreement to the extent that the terms of this Amendment and the Agreement conflict. However, nothing in this Amendment should be interpreted as invalidating the Agreement, and provisions of the Agreement will continue to govern relations between the parties insofar as they do not conflict with this Amendment.
    Document
    INTELLINETICS, INC. (INLX)
  • Description
    The Company, a sponsor of the symposium, will demonstrate its KULR VIBE suite of products and services at the event, which is the world's largest helicopter trade show and exhibition symposium. KULR VIBE is the premier helicopter track and balance software based on Artificial intelligence with “learning” algorithms to determine precise balance adjustments and location based on order of precedence.
    Document
    KULR Technology Group, Inc. (KULR)
  • Description
    Order of Precedence. The terms of this Amendment supersede provisions in the Agreement only to the extent that the terms of this Amendment and the Agreement expressly conflict. Unless expressly amended herein, all provisions of the Agreement remain intact and in full effect. Nothing in this Amendment should be interpreted as invalidating the Agreement.
    Document
    FIRST TRUST EXCHANGE-TRADED FUND VI
  • Description
    Order of Precedence. In the event of any conflict between the terms of this Amendment and the terms of the Trademark Agreement, the terms of this Amendment will prevail, and the conflicting term(s) in the Trademark Agreement will be deemed modified to the minimum extent necessary in order to effectuate the intent of the Parties reflected in this Amendment.
    Document
    Landsea Homes Corp (LSEA, LSEAW)
  • Description
    Order of Precedence. This Attachment A is part of the Agreement. The terms of Attachment A apply to BYOL Products only. For BYOL Products, the terms of this Attachment A prevail over any other, conflicting terms in the remainder of the Agreement.
    Document
    mCloud Technologies Corp. (MCLDF)
  • Description
    Application; Order of Precedence. This Indirect Listings Rider is part of the Agreement and governs all Indirect Listings and Indirect Products. The terms of Indirect Listings Rider apply to Indirect Listings and Indirect Products only. For Indirect Listings and Indirect Products, the terms of this Indirect Listings Rider prevail over any conflicting terms in the remainder of the Agreement.
    Document
    mCloud Technologies Corp. (MCLDF)
  • Description
    ORDER OF PRECEDENCE. All documents and provisions in these Terms and Conditions of Sale shall be read so as to be consistent to the fullest extent possible. In the event of a conflict or inconsistency between the documents or provisions as incorporated into or attached to the Terms and Conditions of Sale, the documents or provisions shall prevail in the order listed below, with the first document or provision listed having the highest precedence: a. These Terms and Conditions of Sale b.The Purchase Order c. The Drawings and Specifications d.Statements of work e. All other attachments, exhibits, appendices, documents or terms incorporated by reference in or attached to these Terms and Conditions of Sale
    Document
    Lift Aircraft Inc.
  • Description
    Order of Precedence. In the event of any inconsistency with respect to the subject matter hereof between the terms of this Letter Agreement and the terms of any other provisions of the CSGTA, the terms of this Letter Agreement will control.
    Document
    Allegiant Travel CO (ALGT)
  • Description
    Order of Precedence. In the event of a conflict between the terms of the various documents that comprise this Agreement, the conflict will be resolved in the following order of precedence: (i) the terms of the General Terms and Conditions and (ii) the terms of each Supplement. No Supplement can modify the requirements of the General Terms and Conditions and the terms of the Exhibits (including any attachments thereto) without specific reference to this Section 16.14 (Order of Precedence). If Provider submits Change Requests, Services requests, invoices or other similar documents or [*****] submits purchase orders or other similar documents for accounting or administrative purposes or otherwise, no pre-printed or similar terms and conditions contained in any such form will be deemed to supersede any of the terms and conditions of this Agreement without express written approval (making specific reference to this Section 16.14 (Order of Precedence)).
    Document
    RICHTECH ROBOTICS INC. (RR)
  • Description
    Order of Precedence. Except as otherwise expressly set forth in an Exhibit, in the event and to the extent of any conflict or inconsistency between the main body of this Agreement and any of the Exhibits or Appendix 1, the main body shall control and prevail. In case of any conflict between any of the Exhibits and Appendix 1, the Exhibit(s) shall control and prevail. In the event that one or more line item(s) of Appendix 1 that should be included within the main body of this Agreement and/or any of the Exhibits is omitted, the appropriate provision(s) of the main body of this Agreement and/or the Exhibits shall be adjusted to incorporate such omission(s) as mutually agreed. In such case and prior to the adjustment to the provisions of the main body of this Agreement and/or the Exhibits, Appendix 1 will be used by the Parties to define the subject contractual requirement(s).”
    Document
    Gogo Inc. (GOGO)
  • Description
    Order of Precedence. This Agreement shall govern the matters covered herein with respect to the Covered Awards notwithstanding any conflicting or contrary provisions set forth in the applicable Plan or in any employment or other agreement, retirement arrangements, programs, or policies.
    Document
    Prologis, Inc. (PLD, PLDGP)

What is Order of Precedence?

Order of precedence is a legal and formal concept used in contracts to determine the hierarchy or ranking of various documents that may be referred to in a contract. It indicates which document will take priority in cases where there may be conflicts or inconsistencies between different contract documents. Order of precedence ensures clarity and helps prevent disputes by establishing which document’s terms should be applied first.

When Should I Use Order of Precedence?

Order of precedence should be used when multiple documents within a contractual relationship could potentially conflict or overlap. It is particularly important in complex agreements that involve a master contract, along with various appendices, exhibits, or later amendments. Utilizing an order of precedence clause helps:

  • Clarify which document governs in the event of contradictions.
  • Avoid disputes over which document’s terms apply.
  • Facilitate clearer communication and understanding among parties.

How Do I Write an Order of Precedence?

When drafting an order of precedence clause, clearly list and rank the documents according to the priority they should be given. This listing should be included in the contract under a distinct section, usually titled “Order of Precedence” or similar. A typical structure might look like:

“In the event of any inconsistencies or conflicts between the documents that form part of this Agreement, the order of precedence shall be as follows:

  1. This Agreement;
  2. Schedule A: Statement of Work;
  3. Exhibit B: Technical Specifications;
  4. Any other documents incorporated by reference.”

Which Contracts Typically Contain Order of Precedence?

Order of precedence clauses are common in a variety of contractual agreements, especially those that are complex or involve multiple documents. These include:

  • Construction Contracts: With various annexes, specifications, and change orders.
  • Procurement Agreements: Where general conditions are supplemented by specific conditions and technical requirements.
  • Government Contracts: Including master agreements and their appendices.
  • Corporate Agreements: Such as mergers or acquisitions involving various transaction documents.

Employing an order of precedence clause helps manage the relationship between these documents by providing a clear roadmap for addressing any inconsistencies.

Analyze your contracts.
Extract important clauses.

<

Try our AI contract analysis and extract important clauses and information from existing contracts.

< <
fynk app clause extraction screenshot

More Clauses from the Library

Dive deeper into the world of clauses and learn more about these other clauses that are used in real contracts.

Outlicense

An outlicense clause grants a party the right to license out specific intellectual property or technology to third parties. It typically outlines the conditions, rights, and limitations under which such sublicensing can occur, ensuring the original license holder maintains control over how their property is utilized.

13 example clauses

Outstanding fees

The Outstanding Fees clause stipulates that any unpaid fees or dues incurred by one party must be settled within a specified timeframe. Failure to settle these outstanding fees may result in additional penalties, interest charges, or legal action to recover the owed amount.

13 example clauses

Ownership of deliverables

The Ownership of Deliverables clause specifies who retains the rights to the outputs or products created under a contract. It typically determines whether the client or the contractor holds intellectual property rights, ensuring clarity on the use, modification, and distribution of the deliverables.

17 example clauses