82,853
edits
Boilerplate: Difference between revisions
no edit summary
Amwelladmin (talk | contribs) No edit summary |
Amwelladmin (talk | contribs) No edit summary |
||
| Line 2: | Line 2: | ||
}}A work creation scheme for our learned friends. | }}A work creation scheme for our learned friends. | ||
At the JC we define boilerplate expansively, and that is to say “anything that didn’t make it onto the cocktail napkin”. Those terms, thrashed out over Martinis and peanuts at three o’clock in the morning — ''that’s the deal'', and we [[legal eagle]]s have little to say about it, assuming it doesn’t actually break the law. The remainder, be it the classic boilerplate that fills our anatomy, or the “legally vital protections for our client” — the [[events of default]], the [[termination events]], the [[close-out netting]] provisions, the [[indemnities]], the [[security waterfall]]s — it is ''all'', in this wider sense, boilerplate: it is there simply ''[[For the avoidance of doubt|to avoid doubt]]''. | |||
==Boilerplate boilerplate== | |||
===Business at the front=== | ===Business at the front=== | ||
*[[Recital]]s and [[preamble]] | *[[Recital]]s and [[preamble]] | ||
| Line 12: | Line 15: | ||
*[[Governing law]] and [[jurisdiction]] | *[[Governing law]] and [[jurisdiction]] | ||
*[[Miscellaneous]] | *[[Miscellaneous]] | ||
The [[representations and warranties]], [[covenant]]s, notices, [[governing law]], [[counterparts]], [[entire agreement]], [[amendments]], [[process agent]] appointments, [[Contracts (Rights of Third Parties) Act 1999]] exclusions, meaningless [[indemnities]] — all that pointless heft down the back of the agreement that no-one — least of all the client — reads, that makes a simple agreement complicated and that can swing around and bite you when you least expect it. | The [[representations and warranties]], [[covenant]]s, notices, [[governing law]], [[counterparts]], [[entire agreement]], [[amendments]], [[process agent]] appointments, [[Contracts (Rights of Third Parties) Act 1999]] exclusions, meaningless [[indemnities]] — all that pointless heft down the back of the agreement that no-one — least of all the client — reads, that makes a simple agreement complicated and that can swing around and bite you when you least expect it. | ||