Boilerplate clauses

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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

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