Recital

A legal eagle’s nugatory attempt at design.

Boilerplate Anatomy™ →Go uptown I want to tell you a story Resources: commercial imperative | Verbiage | Look, I tried | The ultimate client Index: Click ᐅ to expand: Boilerplate Representations and warranties Tell me more Sign up for our newsletter — or just get in touch: for ½ a weekly 🍺 you get to consult JC. Ask about it here.

WHEREAS:

The legal eagle’s opportunity to tell a bit of a story, using the juridical version of “once upon a time”: basically, an integrated passage (that, if it doesn’t start with “once upon a time” or “whereas” or “background” is sometimes called a “preamble”) which leads you into the meat of contract — or in a perfect world, would do, but the juridical magisterium being what it is — an imperfect fiefdom designed for the pleasure of pedants — it will lead you instead into a thicket of tedious preliminaries.

Thus, having been primed with this tantalising backdrop, expect to spend your next half-hour hacking through a dense undergrowth of definitions, matters of interpretation, construction, hierarchy of documents and superfluous extemporisations on singulars, plurals, masculine, feminine and neuter, and the socio-economic power structures implicit in gendered legal language before you get there, by which time you will be tired, hungry, scratched, possibly injured, desperately needing a pee and really wanting to go home.

See also

• Definitions
• Interpretation
• Preamble under the ISDA Master Agreement