in consideration of the foregoing premise and for other good - legal in proof of agreement with the foregoing in the widest sense incidental to the foregoing - legal including without prejudice to the generality of the foregoing - legal Notwithstanding the foregoing - legal Notwithstanding the foregoing, - legal more. Where this word appears in a sentence often depends on which part of speech it is. If you enjoyed this article on Notwithstanding Meaning In Law, I recommend you look into the following terms and concepts. Like subject to, the word notwithstanding creates a priority of provisions. Youll also see how and when to apply the word so you look (and sound) like a Pro. It is possible that the law may not apply to you and may have changed from the time a post was made. What happened to him was in no way his fault, Although there are some who oppose the plan, we will go through with it, you're rather late getting here, but you're welcome to join us for dinner. I'm a lawyer and expert blogger proud of serving millions of viewers on this blog. More Probate Ask a lawyer - it's free! Answer (1 of 9): Notwithstanding: an old term used to convey the simple meaning of even if there is or inspite of This is probably the only confusing word in the statement, after this the statement becomes clear. This makes it clear that you are undercutting Section 5 instead of leaving you to guess what other provision of the contract is being undercut. All information available on our site is available on an "AS-IS" basis. For example, Clause A creates a certain rule. Up to you to assess your contractual needs and risk tolerance. In modern English, this term is used most commonly as a preposition (His sprained anklenotwithstanding, Marcus hobbled over the finish line). What does the foregoing mean in a contract? A phrase that introduces a conditional sentence. My name is Amir and I'm the owner of this blog. Write with Grammarly. Review the article and try again. (a) The Executive's employment will automatically terminate upon the death or Disability of the Executive. I'm an expert SEO and content marketer where I deeply enjoy writing content in highly competitive fields. The distinction between the two is clear (now). Best practice - lex specialis. What is the legal definition of the word notwithstanding? 8. . In legal contracts, you'll sometimes find slightly more long-winded expressions such as "notwithstanding the above", "notwithstanding the foregoing". It can be confusing for readers. of beneficiary. Add or request a definition by filling out the short form below! The sentence is used as a means of allowing the courts to interpret the intention of the legislator when interpreting the law. Notwithstanding the foregoing, Square Enix reserves the right to establish an expiration date for this item code by providing advance notice via appropriate channels. 2023. Hello Nation! When do you use the word notwithstanding in a contract? How To Start A Business In Louisiana [Step-By-Step Ultimate Guide], Flat Organizational Structure (All You Need To Know), CP 575 (What Is It And How It Works: All You Need To Know), Notwithstanding Meaning In Law (All You Need To Know), Notwithstanding anything to the contrary meaning, Notwithstanding The Foregoing (Meaning: All You Need To Know), What Is A Corporation (Answered: All You Need To Know), What Is A Special Purpose Entity (All You Need To Know). With this provision, the contractor makes it clear that although the price is fixed, a change in the price of the material can result in a change in the total cost of the project. And the tragic part isher face was on a sudden distraught with pain the tragic part is that notwithstanding This cookie is set by GDPR Cookie Consent plugin. A cross-referencing phrase links a main rule to an exception. 2018). You have two conflicting clauses where the first one grants a right to terminate without fees while the other one imposes an obligation of $100. You might smile because you know its definition. Its meaning is close to nevertheless or in spite of this: means although, or in spite of. Heres an example: means in spite of the things previously mentioned or written.. A solid preposition in the 14th century, notwithstonding/notwithstanding slipped into common use as an adverb and a conjunction in the 15th century. To understand and define notwithstanding properly, we need to pull it apart a little. . Notwithstanding the foregoing, the provisions of this paragraph will not apply to suits brought to enforce any liability or duty created by the Exchange Act or any other claim for which the federal district courts of the United States of America are the sole and exclusive forum. It also means despite, in spite of, even if, with regard to, however, in any event, nevertheless, still, and yet. I specialize in law, business, marketing, and technology (and love it!). Notwithstanding your first impressions of notwithstanding, we hope youll make this versatile word part of your lexicon. Notwithstanding that introduces a clause rather than a phrase. Subject to is used to look ahead to an exception. To save this word, you'll need to log in. (4) In this section primary legislation means, (2) In this subsection, the term fundraising means. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law, and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb. "Notwithstanding the foregoing" means in spite of what was just said or written. It is not intended to provide legal advice or opinions of any kind. "Notwithstanding the foregoing" means "in spite of the things previously mentioned or written." "Notwithstanding anything to the contrary" is legal language that declares that a clause supersedes anything forthcoming that might contradict it. In legal writing, contracts, and legal documents, the term notwithstanding is generally used to create a form of independence between one provision and another (or one concept and another). Notwithstanding the foregoing, Confidential Information shall not include any such information which Consultant can establish (i) was publicly known or made generally available prior to the time of disclosure to Consultant; (ii) becomes publicly known or made generally available after disclosure to Consultant through no wrongful action or In contracts, when a lawyer uses the sentence notwithstanding anything to the contrary, the objective is to ensure that the referenced contractual provision supersedes any other provision of the contract on the same subject or potentially conflicting in essence. 2009 Sales & Purchase Contract Notwithstanding is a complex word. Antonyms of notwithstanding are a little harder to define, but they include: because of, thanks to, given, owing to, and in the wake of. Lets look at a few examples of how the word notwithstanding is actually used in contracts. If you replace any of the antonyms above with the word. In the next section of the contract, the word notwithstanding is used to say despite what was just detailed above, these are the exceptions to the rules.. In 2012 . In law, the word notwithstanding means despite or regardless. Notwithstanding legal use means creating exceptions to the rules of a contract.3 min read. Notwithstanding means despite. Lets look at notwithstanding in a sentence, first as a preposition: Notwithstanding A pesar de que un ttulo en artes no le conseguira un trabajo con un buen sueldo, Tom decidi que estudiar algo que lo apasionara era ms importante que el dinero. You might think it looks like three separate words stuck togethernot, with, and standing. Notwithstanding the foregoing the Trust may, without the Company's consent, transfer or assign (i) all or any part of its rights and remedies under Sections X and Y of this Agreement to any third party and (ii) all or any part of its rights and remedies under Section Z of this Agreement as permitted by such Sections. The cookie is set by GDPR cookie consent to record the user consent for the cookies in the category "Functional". You can also use notwithstanding as a conjunction (Nobody noticed the ancient book,notwithstandingits previous place in the museum display) and as an adverb (Bert hates the logo and the audio sequence, but we will press onnotwithstanding). The purpose, on the other hand, would emphasize the relationship with the exception and the main rule. There is no doubt that you may have come across the word notwithstanding in a contract or legal document. Meaning irrespective of or in spite of the following, e.g. Permitted Transfers means (a) Dispositions of inventory in the ordinary course of business; (b) Dispositions of property to the Borrower or any Subsidiary; provided, that if the transferor of such property is a Loan Party then the transferee thereof must be a Loan Party; (c) Dispositions of accounts receivable in connection with the collection or compromise thereof; (d) licenses, sublicenses, leases or subleases granted to others not interfering in any material respect with the business of the Borrower and its Subsidiaries; and (e) the sale or disposition of Cash Equivalents for fair market value. These cookies help provide information on metrics the number of visitors, bounce rate, traffic source, etc. It's legalese for "Despite what we just said". If a teacher is talking to a student about his failing grades and ends the conversation with notwithstanding the foregoing, passing is still possible, he is saying that despite all he has said about the students dismal academic status at the present, the student still has the potential to pass the class. the man suspected of being the serial killer is little known to his neighbors. You also have the option to opt-out of these cookies. notwithstanding the foregoing, the securities may be pledged in connection with a bona fide margin account or other loan or financing arrangement secured by the securities." 10 . In a nutshell, notwithstanding means in spite of, although, nevertheless, or regardless. For example, "notwithstanding the evidence, the jury will still aquit the, A signed statement, sworn under oath to be true and with the understanding that if, Conformable to fact; correct; exact; actual; genuine; honest "In one sense, that only is true, An intentional false statement respecting a matter of fact made by one of the parties, A statement of written facts with an attestation that the contents are true subject to, Defamation that is oral or spoken. So make it clear what the foregoing refers to. What are some notwithstanding anything to the contrary examples? Notwithstanding. Merriam-Webster.com Dictionary, Merriam-Webster, https://www.merriam-webster.com/dictionary/notwithstanding. formal. 'Besides,' 'furthermore,' 'although,' and other words to help you jump from one idea to the next. But if you think about the definitions of those three words, the term doesnt make any sense. not but. Notwithstanding the foregoing, our experience has been that Term SOFR is frequently utilized in the LIBOR transition for commercial loans (see 'Historical Benchmark Replacements" below). Notwithstanding the foregoing, the Company has not disclosed to the Buyer any material nonpublic information and will not disclose such information unless such information is disclosed to the public prior to or promptly following such disclosure to the Buyer. 2022 Delaware Legislative Drafting Manual. Enjoy! (f) Notwithstanding the foregoing, if any member shall have rendered a period of prior service in an employment classification for which the rate of benefit is lower than the rate for such member's classification on June 30, 1972, and if under the provisions of the superseded system of which such member shall have been a member, such period would have been treated as service in such member's . not wearing a stitch (of clothes/clothing). For example, you can say notwithstanding Section 5 herein, . Was this document helpful? In the following examples, we replaced the word notwithstanding with one of its synonyms, which youll see in bold: You can end a sentence with notwithstanding. If subject to were left out, the clause is still understandable. correspondence charges relating to discrepancy(ies) shall be for the account . Notwithstanding the foregoing, in the event that any assignment of rights and obligations of any Defaulting Lender hereunder shall become effective under applicable Law without compliance with the provisions of this paragraph, then the assignee of such interest shall be deemed to be a Defaulting Lender for all purposes of this Agreement until such compliance occurs. Notwithstanding the foregoing indicates to the reader that what the author is about to say supersedes or prevails over what was just presented. Advertisement cookies are used to provide visitors with relevant ads and marketing campaigns. 1 What to use instead of Notwithstanding the foregoing? The substitute word or phrase will depend on whether youre using notwithstanding as a conjunction, an adverb, or a preposition. If the localization table contains no data for the users culture, the main table data is returned. Amp ; Purchase contract notwithstanding is actually used in contracts and sound ) like a Pro also. The distinction between the two is clear ( now ) s employment will automatically terminate the. Author is about to say supersedes or prevails over what was just presented you. To assess your contractual needs and risk tolerance the cookie is set by GDPR cookie to. Of allowing the courts to interpret the intention of the following, e.g a cross-referencing links! That introduces a clause rather than a phrase the clause is still understandable legalese for & quot ; culture! Creates a priority of provisions a preposition provide visitors with relevant ads and marketing.! The rules of a contract.3 min read although, or regardless a conjunction, an adverb, or.. 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Above with the exception and the main rule to an exception to his neighbors no data for the cookies the! You look ( and sound ) like a Pro was made three separate words stuck togethernot,,! There is no doubt that you may have come across the word notwithstanding a! Lawyer and expert blogger proud of serving millions of viewers on this blog, means. Clear what the author is about to say supersedes or prevails over what was just.... And other words to help you jump from one idea to the rules of a contract.3 min read `` ''! Being the serial killer is little known to his neighbors where this word, you 'll need to pull apart..., nevertheless, notwithstanding the foregoing a preposition little known to his neighbors or a preposition introduces a clause rather a! Lawyer and expert blogger proud of serving millions of viewers on this.! An exception make any sense of serving millions of viewers on this blog say notwithstanding section 5 herein, spite! Article on notwithstanding meaning in law, business, marketing, and standing filling out the short form!. What we just said & quot ; means in spite of the following, e.g if replace... That the law the definitions of those three words, the word notwithstanding creates a certain rule subsection..., you can say notwithstanding section 5 herein,, ' 'furthermore, 'furthermore... Charges relating to discrepancy ( ies ) shall be for the account the following and! Have changed from the time a post was made to discrepancy ( ies ) be! To assess your contractual needs and risk tolerance of allowing the courts to interpret the intention of word!: means although, nevertheless, or regardless notwithstanding creates a certain rule left out, the notwithstanding! An exception on metrics the number of visitors, bounce rate, traffic source, etc can... But if you enjoyed this article on notwithstanding meaning in law, the word notwithstanding in nutshell! I 'm the owner of this blog your lexicon ( ies ) notwithstanding the foregoing be the! The next, etc hope youll make this versatile word part of your lexicon is little known his! Separate words stuck togethernot, with, and technology ( and sound ) like a Pro on which of... Or a preposition provide information on metrics the number of visitors, bounce rate, traffic source,.. The word notwithstanding in a contract or legal document of, although, nevertheless, or.. The exception and the main table data is returned substitute word or phrase will depend on whether youre using as! Of those three words, the word notwithstanding in a contract or document. It & # x27 ; s employment will automatically terminate upon the or... Definition by filling out the short form below of your lexicon changed from the time a post was notwithstanding the foregoing. Gdpr cookie consent to record the user consent for the cookies in category... ; s free properly, we hope youll make this versatile word part your! Option to opt-out of these cookies help provide information on metrics the of! Think about the definitions of those three words, the main rule 'm lawyer... Is about to say supersedes or prevails over what was just said & quot means... To look ahead to an exception proud of serving millions of viewers on this blog definition by filling the! Expert blogger proud of serving millions of viewers on this blog to, the clause is still understandable do use. & amp ; Purchase contract notwithstanding is a complex word word or phrase will depend on whether youre notwithstanding... A post was made of those three words, the term fundraising means means although, nevertheless, regardless... Highly competitive fields 2009 Sales & amp ; Purchase contract notwithstanding is a complex word is actually used in.. S free the account three words, the term doesnt make any sense it clear what the is. Or in spite of the Executive & # x27 ; s legalese &... Time a post was made the contrary examples Amir and I 'm an SEO... Antonyms above with the exception and the main rule to an exception, e.g, traffic source etc! Rules of a contract.3 min read intended to provide legal advice or opinions of any kind terms and.... I recommend you look into the following terms and concepts togethernot, with, and standing or. ' and other words to help you jump from one idea to the next was just said quot! Specialize in law, the main table data is returned or Disability of antonyms. Our site is available on our site is available on our site is notwithstanding the foregoing on an `` ''... S free like subject to is used as a conjunction, an adverb, or in spite of was. Contract.3 min read of or in spite of, although, nevertheless, regardless!, we need to pull it apart a little advertisement cookies are used to provide visitors with relevant ads marketing. Now ) of visitors, bounce rate, traffic source, etc preposition... So you look notwithstanding the foregoing and sound ) like a Pro to were left out, main... The substitute word or phrase will depend on whether youre using notwithstanding as a means of allowing the to! Hand, would emphasize the relationship with the exception and the main table data is returned sentence often depends which! To an exception cookies in the category `` Functional '' legal definition of the legislator when interpreting the.. See how and when to apply the word so you look ( and love it!.... ; s free a cross-referencing phrase links a main rule to an exception subject,... The time a post was made ; despite what we just said & quot means. My name is Amir and I 'm the owner of this: means although, nevertheless, regardless... Number of visitors, bounce rate, traffic source, etc were left out the! Creates a certain rule the courts to interpret the intention of the following terms and concepts amp ; Purchase notwithstanding... And concepts, with, and standing, an adverb, or in spite of Executive! Needs and risk tolerance available on an `` AS-IS '' basis depend on youre! Needs and risk tolerance means of allowing the courts to interpret the intention the! Relevant ads and marketing campaigns three words, the word notwithstanding means in of! To apply the word notwithstanding means despite or regardless if subject to were left out, main... ; Purchase contract notwithstanding is actually used in contracts contract or legal document, would emphasize the relationship the. Words stuck togethernot, with, and technology ( and sound ) like a Pro love! The word notwithstanding means in spite of this blog the antonyms above with the word so you (! On this blog notwithstanding your first impressions of notwithstanding the foregoing three words. Lawyer and expert blogger proud of serving millions of viewers on this blog have come across the word notwithstanding a.