Boilerplate clauses

Boilerplate clauses

This subtopic focuses on boilerplate clauses in commercial business-to-business agreements. For information on commercial clauses more generally, see: Commercial clauses—overview.

For information on boilerplate in business-to-consumer contracts, see the section on ‘Consumer boilerplate’ below.

For information on boilerplate in public sector contracts, see the section on ‘Public sector boilerplate’ below.

The role of boilerplate

Lawyers work on a huge variety of transactions, but all of them will in some way involve written agreements. All of those agreements should contain some boilerplate clauses.

‘Boilerplate’ is the term used to describe the clauses that are included in an agreement to deal with the mechanics of how it works and those legal points that are relevant to most transactions. For further consideration of the role and importance of boilerplate clauses, see Practice Note: The role of boilerplate.

Boilerplate clauses are generally found at the beginning and the end of an agreement. Such clauses are often thought of as standard, miscellaneous provisions, but this is a very dangerous view to adopt. It is not unusual for a boilerplate clause to be the cause of litigation. Since a boilerplate clause

To view the latest version of this document and thousands of others like it, sign-in with LexisNexis or register for a free trial.

TAKE A FREE TRIAL

Latest Commercial News

Commission issues new consumer guarantee regulation to enhance transparency and durability standards

The European Commission has adopted an implementing regulation to improve consumer awareness throughout the EU regarding their legal guarantee rights and the durability guarantees offered by businesses. Under this mandatory regulation, all retail outlets—both online and offline—must display a clear EU notice outlining consumers' entitlement to a legal guarantee of at least two years. In addition, a new voluntary product label is introduced for producers who provide an extended commercial durability guarantee covering the entire product at no extra cost to the consumer. These measures, effective from 27 September 2026, are intended to empower consumers and promote competition among companies committed to higher product durability.

CMA publishes final recommendation to replace assimilated TTBER

The Competition and Markets Authority (CMA), following the conclusion of its consultation, has recommended that the Secretary of State replace the Assimilated Technology Transfer Block Exemption Regulation (Assimilated TTBER) with a bespoke UK block exemption order (the Recommended TTBEO) when the current regime expires on 30 April 2026. The proposal—consulted on between 14 March and 11 April 2025—would keep the same scope and core conditions as the existing regime (adapted for UK law) while updating some definitions and the treatment of technology-market thresholds. The CMA also proposes not to bring technology pools or licensing negotiation groups (LNGs) within the Recommended TTBEO, signalling that any treatment of those multiparty arrangements should sit in the guidance. The CMA recommended that the Recommended TTBEO be implemented over a 12-year period with a transitional period of one year. The CMA also plans to publish guidance in due course to help businesses understand the application of any block exemption order that might replace the Assimilated TTBER.

Weekly roundup of HMRC import, export and customs guidance—29 September 2025

Details of updates to HMRC import, export and customs guidance for the period from 23 to 29 September 2025.

Delivery charges—what do the draft CMA pricing guidelines mean?

Commercial analysis: The CMA has recently consulted on draft guidance setting out how the new provisions on pricing in the Digital Markets Competition and Consumers Act 2024 (DMCC) should be interpreted. Although the guidance is still in draft form, here we set out what it will likely mean for the display of delivery charges on websites. For background to the draft guidance and pricing, see here and here. Written by Louise Popple, senior counsel-knowledge at Taylor Wessing.