Clause Guide
Anti-Bribery Clause clause: meaning, risks, and what to negotiate
Requires parties to comply with anti-bribery and anti-corruption laws and avoid improper payments.
What it means
Anti-bribery clauses are common in commercial contracts and can create serious compliance and termination consequences if breached.
Common risks
3 risks identifiedCompliance obligations may be broad and ongoing.
A breach may trigger immediate termination.
Subcontractors or agents may create indirect exposure.
What to check before signing
ChecklistWhich laws are referenced?
Does the clause apply to affiliates and subcontractors?
What audit or certification obligations are included?
Negotiation ideas
ActionableLimit obligations to applicable laws and reasonable compliance measures.
Ensure third-party obligations are proportionate.
Add notice and cure rights for minor non-material issues where appropriate.
Example clause
Each party shall comply with all applicable anti-bribery and anti-corruption laws and shall not offer, promise, or give any improper payment or advantage in connection with this Agreement.
Frequently asked questions
1 questionsWhy do contracts include anti-bribery clauses?
Because corruption violations can create serious legal, reputational, and termination risks.
Want help reviewing the full contract?
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