Climate Contract Playbook Edition 3
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The key stakeholders that you think need to be engaged to deliver this Impact 1. In house counsel 2. Commercial and partnerships teams within businesses 3. Precedent and know how providers 4. Contract automation platforms 5. Professional support lawyers 6. Private practice firms The proposed additions will mean that the parties will have to consider climate change in the wider commercial conversations. This puts environmental and climate change issues front and centre of every business discussion. NDAs are often used by commercial teams with only minimal lawyer intervention and are often using automated contract systems. Aligning the precedent/template with the business’ Net Zero and ESG commitments will be key. If a party is not prepared to include a specific obligation in the NDA then the inclusion of the additional recital will at least signpost the issue to the parties. A party that has already committed to emissions reductions may impose the expectation of climate action from a new commercial partner by summarising its requirements in the NDA. This will save time as unwilling new partners will quickly be exposed when face-to-face discussions commence. The drafting assumes a mutual NDA based on a general commercial relationship and would need to be amended for cross border or specific sectors such as Real Estate transactions. The drafting assumes Confidential Information is defined in the precedent.
Stakeholders
Application
Notes for users
[Insert the additional recital] BACKGROUND (A)
The parties have agreed to consider the Climate Change Purpose as part of the discussions relating to the Commercial Purpose.
[Insert additional definitions (or add to existing definitions clause)] 1.1 Definitions:
Climate Change Adaption Measures means the measures taken or that could be taken by the Parties and their supply chains to achieve the Commercial Purpose whilst avoiding or minimising the actual or anticipated effects of climate change. Climate Change Mitigation Measures means the measures taken or that could be taken by each of the Parties and their supply chains to reduce their respective Greenhouse Gas emissions and to meet their Net Zero targets. Climate Change Purpose : means the consideration of Climate Change Adaptation Measures and Climate Change Mitigation Measures as part of every potential commercial relationship. Commercial Purpose : [Insert Purpose of the NDA ie Discussions about X, consideration of Y, provision of Z]
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