Boilerplate Clauses Examples: Everything You Need to Know
Boilerplate clauses examples simplify creating standard parts of a legal contract. They act as a reference for drafting basic parts of a contract. 3 min read
Boilerplate clauses examples simplify creating standard parts of a legal contract. They act as a reference for drafting basic parts of a contract.
Boilerplate Provisions in Contracts
Boilerplate language refers to any language that is generic or standard across contract types. Boilerplate contract elements are often added to a custom contract in order to protect the parties in basic ways. Legal language requires being concise and as clear as possible.
Boilerplate language is not linked to other boilerplate clauses in the contract. In fact, many boilerplate elements are only similar in that they don't belong in any other section of the contract. They often appear lumped together at the end of the contract under a general term like "miscellaneous" or "standard."
Most contracts contain some boilerplate language, However, the exact wording can vary from contract to contract. Boilerplate language can sometimes be overlooked since it's not as important as other parts of the contract in terms of its financial consequence. However, it does serve important functions for the contract. Often, it serves to specify the relationship between two parties in a contract. Boilerplate clauses are subject to statutory regulations like any other part of the contract.
If a dispute ever arises between two parties in the contract, boilerplate language is often the saving grace that defines the relationship between the two parties. The lack of boilerplate clauses is conspicuous. For example, if a dispute occurs and the parties need to hire a lawyer, most lawyers will look for a clause that states attorney's fees being awarded to the winning party. Without such a clause, you may have a hard time hiring a good lawyer. Boilerplate clauses allow protection against high litigation fees, uncontrollable circumstances, and any verbal or written agreements between the parties that preceded the current contract.
Boilerplates are becoming standard in contracts. For this reason, there are plenty of resources to consult as templates for writing the boilerplate language. Much of the wording in these business contracts are fairly standardized in the business world.
Common Boilerplate Contract Provisions
Here are some common examples of boilerplate language:
- A clause that states that, if there is ever a legal dispute, whichever party loses should pay the legal fees of the party that won.
- A clause stating that parties should not pursue a lawsuit; legal disputes should go through an approved arbitration process. This can save you a lot of money. The contract should provide details for an independent arbitrator who would handle the proceedings. This clause is especially important when the dispute revolves around sensitive or confidential information.
- A clause that dictates the State laws and proceedings followed in any kind of legal dispute. For example, you would state that the contract is "interpreted under the laws of (State)". All parties must agree on which State's governing laws should apply since this will have a bearing on the language and concepts used in the contract. For example, laws surrounding liquidated damages will vary between India, Brazil, the United States, or any other country. When the governing party is not determined in the contract, the terms of private international law will apply. This could go against the spirit of the initial agreement and may not reflect either party's intentions accurately. A court should honor the choice of governing law unless that choice intentionally avoids legal restrictions that would be required under the proper governing entity. in many cases, the choice of governing legal entity relates to the business in some way.
- Jurisdiction clauses determine the country or state where legal action regarding the contract filing occurs. Parties can submit to an exclusive or non-exclusive choice of jurisdiction. Only the selected courts can hear an appeal from either party about the contract dispute. The jurisdiction can hear an appeal from this dispute unless the jurisdiction itself decides that it is not a relevant governing entity. Non-exclusive jurisdiction choices are most often beneficial to both parties unless there is a specific reason for electing an "exclusive" jurisdiction for the contract. This is because, at the time when a legal dispute occurs, one party might find it more beneficial to choose a different jurisdiction than the one listed.
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