What is the difference between an addendum and an exhibit

Also referred to as supplements, addendums are not a part of the definitive agreement, though a definitive agreement could refer to addendums. Often, addendums are preferred over amendments , which make changes to the original contract and are more complicated to draft. If you need help with addendums and exhibits, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site.

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. The document is attached for reference and often initialled for identification purposes by the parties but its provisions are not in themselves incorporated into the agreement. But whether or not they are incorporated is a question of interpretation.

Most lawyers would think of the term "exhibit" in the context of legal proceedings, that is, material which is attached to a witness statement or affidavit. However, the term might be used for a contract in much the same was as "appendix", to refer to an attachment of a static nature, for example, a photocopy of a existing document which has been attached for reference, or as background.

The term "addendum" is often used to add an additional layer of alternative obligations for different kinds of legal relationship. For example, a computer company might have a basic reseller contract, with core terms which apply to all resellers, but then add, say, a "Country Distributor Addendum", a "Value Added Reseller Addendum", or other addenda which set out obligations defining certain kinds of commercial behaviour required of different kinds of reseller.

I am afraid that no authority can be advanced for these observations other than experience, and you might find other lawyers whose experience is different in a different context! Learner's Dictionary. Ask the Editor. What's the difference between an appendix and an addendum? Appendix An appendix is a section of extra information that is useful to the reader.

I hope this helps. Vocabulary Quiz. Take the Quiz ». Name That Thing. One such approach is to add attachments to contracts in the form of either exhibits, schedules, or addendums. The primary contract is referred to as a definitive agreement, and the attachments are referred to as ancillary documents. This article will address the creative ways in which you can make your contracts more user-friendly while also planning for future add-on provisions.

Note that none of the ancillary documents referenced above relate to amendments see Amending an Existing Contract and Sample Amendment to Contract , which are intended to modify the terms of a definitive agreement.

Also note that agreements frequently use the terms exhibit, schedule, and addendum interchangeably as well as the term annex. This is acceptable, so long as you understand the specific purposes that these attachments are meant to serve in the agreement you're considering.

This article discusses the most common uses of this terminology. Unlike exhibits and addendums discussed below , schedules are considered to be a substantive part of the definitive agreement itself.

Schedules, sometimes referred to as appendices, are used to attach information at the end of the contract that would be too confusing or cumbersome to include in the main body of the agreement. Schedules often take the form of lists or descriptions of information.

Exhibits are not considered to be part of the definitive agreement. Exhibits are typically viewed as samples also known as specimens of documents that the parties intend to either execute or deliver at some point in the future.

Exhibits can be instruments, notices, stand-alone agreements, or any other documents that the parties anticipate will be necessary to fulfill the intent of the definitive agreement.