Vitesklausuler

Vitesklausuler are contractual penalty clauses that impose a predefined monetary amount when a party breaches an obligation or fails to meet a deadline. They are used to secure performance and deter breach, complementing, rather than replacing, actual damages. A clause may specify a fixed sum, a per-day penalty for delay, or a formula that scales with contract value or breach severity. The triggering events can include late delivery, incomplete work, or failure to achieve milestones as agreed.

In most jurisdictions, vitesklausuler are reviewed under contract law for reasonableness and proportionality. They are typically enforceable if they represent a genuine pre-estimate of the loss likely to result from the breach. If the clause functions primarily as a penalty or is grossly disproportionate, courts may reduce the amount or refuse enforcement. Some jurisdictions also limit penalties under consumer protection rules or require the clause to be capped. Vitesklausuler may coexist with damages claims, but the enforceable amount is usually the clause value up to any court-adjusted limit.

Drafting considerations include ensuring proportionality, specifying clear triggers, defining whether the amount accrues per breach or per day, and including caps or limits. It is common to exclude force majeure or other excusable delays from liability, and to clarify whether the clause is a standalone remedy or supplementary to damages.

Example: A construction contract imposes a daily vite of 1,000 currency units for each day of delay, up to a maximum of 5% of the contract price, intended to incentivize timely completion.