Boilerplate clauses permitting parties to a contract to set off liabilities against each other, or excluding one or both of them from setting off liabilities against each other. Guidance is provided on using the clause under the laws of China, Hong Kong, and England and Wales. Which clause is chosen will depend on what the parties to the contract have agreed in relation to set-off.

These clauses are adapted from boilerplate clauses designed for use in documents governed by English law, which can be found at Standard Clause, Set-off.

This standard clause is available in Chinese. To download a Word version of this standard document in Chinese, click Standard Clause, Set-off: China (Chinese Language Version).