"No modification of the recorded terms will be binding unless it is in writing and signed by both parties."
"This is the entire agreement between the parties in relation to its subject matter and it supersedes all previous written or oral negotiations, promises, or understandings."
"The other party must execute any documents required to give effect to the undertakings in the document."
All three of the above statements are examples of boilerplate clauses, according to an article entitled "Boilerplate Clauses" by Mark Toohey who works for Adroit Lawyers. The full article can be found here. In the article, there is a more extensive list of sample boilerplate clauses that could be found in any contract.
However, most people overlook these clauses in their contracts. We are going to take a look at what boilerplate clauses mean, and why they shouldn't be overlooked when reviewing and signing contracts.
"This is the entire agreement between the parties in relation to its subject matter and it supersedes all previous written or oral negotiations, promises, or understandings."
"The other party must execute any documents required to give effect to the undertakings in the document."
All three of the above statements are examples of boilerplate clauses, according to an article entitled "Boilerplate Clauses" by Mark Toohey who works for Adroit Lawyers. The full article can be found here. In the article, there is a more extensive list of sample boilerplate clauses that could be found in any contract.
However, most people overlook these clauses in their contracts. We are going to take a look at what boilerplate clauses mean, and why they shouldn't be overlooked when reviewing and signing contracts.
As defined by Professor Findlay in our class lecture on boilerplate clauses, they are defined as "language which is used in a standard way in documents and having a definite meaning in the same context without variation." To expand on that definition, Toohey explains that boilerplate clauses are essentially general provisions in a contract, with the more fundamental clauses put at the end of the agreement.
These clauses tend to relate to the legalities of the contract as opposed to the transaction of the agreement, as defined by Toohey in his above article. As you can see in the examples above, they relate to changing the terms of the agreement, or any future proceedings between the two parties. They do not relate to the initial transaction of the agreement.
The first example look at the modification of the terms in the initial contract. If either party wants to change the terms of the original agreement, it will only be binding when signed by both parties. If one party decides to modify the terms of the agreement, but does not get the signed approval of the other party, then the changes will not be upheld in a court of law. That may not bode well for the party who decided to change the terms.
These clauses often get overlooked, and part of that could be because they are found at the end of a contract. People may think that boilerplate clauses do not play an important role in the agreement, but the truth is, when all is said and done they can be a very important piece of the contract. Most of them surround changing the original terms of the contract, and how parties have to go about to make changes. These clauses play a big role in the future discussions of the parties when it comes to the original agreement, so it's essential that people focus on them a little more before they enter into an agreement. This is where having a lawyer look over the contract can be a blessing in disguise for the parties involved in the agreement.
When looking over your next contract, make sure you read the fine print. Boilerplate clauses are a key component to contractual agreements, and they need to be considered before signing an agreement.
- T.B.
These clauses tend to relate to the legalities of the contract as opposed to the transaction of the agreement, as defined by Toohey in his above article. As you can see in the examples above, they relate to changing the terms of the agreement, or any future proceedings between the two parties. They do not relate to the initial transaction of the agreement.
The first example look at the modification of the terms in the initial contract. If either party wants to change the terms of the original agreement, it will only be binding when signed by both parties. If one party decides to modify the terms of the agreement, but does not get the signed approval of the other party, then the changes will not be upheld in a court of law. That may not bode well for the party who decided to change the terms.
These clauses often get overlooked, and part of that could be because they are found at the end of a contract. People may think that boilerplate clauses do not play an important role in the agreement, but the truth is, when all is said and done they can be a very important piece of the contract. Most of them surround changing the original terms of the contract, and how parties have to go about to make changes. These clauses play a big role in the future discussions of the parties when it comes to the original agreement, so it's essential that people focus on them a little more before they enter into an agreement. This is where having a lawyer look over the contract can be a blessing in disguise for the parties involved in the agreement.
When looking over your next contract, make sure you read the fine print. Boilerplate clauses are a key component to contractual agreements, and they need to be considered before signing an agreement.
- T.B.