Why Boilerplate Clauses Matter More Than You Think

Many people skip straight to the commercial terms of a contract, leaving the final pages unread.

Those final pages often contain what lawyers refer to as "boilerplate clauses". Although they may appear routine, they can have a significant impact if a dispute arises.

Common boilerplate clauses include:

• Governing law and jurisdiction

• Force majeure

• Notices

• Entire agreement

• Assignment

• Confidentiality

• Variation clauses

These provisions determine how the contract operates when something unexpected happens.

For example, if a disagreement arises, the governing law clause decides which country's laws apply and where legal proceedings should take place. An entire agreement clause may prevent either party from relying on earlier conversations or emails that aren't included within the written contract.

Similarly, notice clauses often specify exactly how formal notices must be served. Sending an email when the contract requires written notice by post could invalidate an important termination notice.

Boilerplate clauses may look standard, but they should never be treated as an afterthought. Understanding how they affect your rights can make a significant difference if the relationship breaks down. If you have any questions, contact us today.