Simmonds Podcasts
B2Dialogue4 Min.

Negotiating an Exit Clause Before Signing

Three years locked in with no way out? Before signing, a managing director negotiates an exit clause — and learns the difference between "until" and "by" along the way.

Editorially reviewed by James Simmonds – English teacher since 2004Published

ScenePrice and scope are agreed — but the three-year contract has no way out. Jonas negotiates a termination right with account director Michael before he signs.
0:00 / 4 Min.

Tip: listen to the episode twice before you start the test.

To the comprehension test
Jonas — Managing director, logistics providerMichael — Account director, UK software vendor

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Comprehension test

Listen first, then answer. No penalties — every explanation points to the moment in the conversation.

01What does Jonas want to achieve before signing?
02What compromise does Michael propose?
03Jonas wants the exit clause because he does not trust Michael's company.
04Michael offers to tie the exit clause to agreed service levels.
05Which word is missing?

You'll have it ___ Thursday, to be safe.

06Which word is missing?

If the platform doesn't deliver what we expect, we need the right to walk ___ with six months' notice.

07Put the negotiation steps in the correct order.

Transcript

The full transcript opens after the comprehension test — so you train real listening instead of reading along.

Key phrases

exit clause
a contract clause that allows a party to leave the agreement
The board refuses to sign any contract without an exit clause.
locked in
unable to leave a contract or arrangement
Without a termination right, we are locked in for three years.
termination
the formal ending of a contract
The agreement allows termination after the first year.
notice
the warning period before a contract ends
Either party can cancel with three months' notice.
to walk away
to leave a deal or contract
We need the right to walk away if the service fails.
service levels
agreed standards a provider must meet
The exit clause only applies if the service levels are missed.
to draft
to write the first version of a document
Legal will draft the new wording this week.
no later than
at or before a deadline
Please return the signed contract no later than Friday.

Language notes

In this episode a managing director negotiates an exit clause before signing a three-year contract: demanding a termination right, explaining the motive, accepting a performance-based compromise. Plus the evergreen German error: "until Friday" instead of "by Friday" (level B2).

The language of the exit clause

Four terms carry the whole conversation: "exit clause", "termination", "notice" and "to walk away". The core demand follows a fixed pattern: "We need the right to walk away with six months' notice." Jonas's framing matters too: "One point, and for us it's essential" — this marks a point as non-negotiable without threatening.

Cultural note: explaining the motive instead of stacking positions

Michael asks directly about the motive: "Is it trust, or budget flexibility?" In English-speaking negotiation culture, asking about the interest behind the position is completely normal — and Jonas's open answer (the bad experience with a previous supplier) opens the path to compromise. Insisting on the demand alone gets you a no; explaining the motive gets you a tailored solution like the performance-based exit.

until ≠ bis (for deadlines): by is the right word

German "bis" covers two English words: "until" says a state continues up to a point ("The offer is valid until Friday"), "by" sets a deadline ("Send the contract by Friday" = no later than Friday). "We need the contract until Friday" sounds to native speakers as if you want to keep the contract only until Friday and then give it back. Rule of thumb: deadline = by, duration = until — and "no later than" is the formal "spätestens".

Keep practising: Learn business English online — with real teachers from Simmonds, since 2004.

Frequently asked questions

What language level is this episode for?

Level B2 (CEFR). The dialogue uses practical contract and negotiation English; all eight key terms are explained bilingually.

How do I negotiate an exit clause in English?

In four steps: mark the point as essential ("One point, and for us it's essential"), demand the termination right concretely ("the right to walk away with six months' notice"), explain your motive openly and consider a performance-based compromise ("the exit is tied to agreed service levels").

What is the difference between "until" and "by"?

"Until" describes duration up to a point in time ("valid until Friday"), "by" sets a deadline ("send it by Friday" = no later than Friday). German "bis" covers both — for deadlines, English almost always needs "by".

Where can I practise contract negotiations in English live?

In the online business English courses from Simmonds Language Services (englisch-lehrer.com/online): live lessons with real teachers on Zoom, for companies and individuals across Germany — starting with a free consultation.

Are the voices real?

Episodes are produced with high-quality AI voices (Hume) and editorially reviewed by our trainer team — the same method as our interactive lessons.

Want to practise these phrases in a real conversation?

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