Jurisdiction(s):
United Kingdom

Related legal acts

Key definition

Boilerplate definition

What does Boilerplate mean? Boilerplate describes the standard, non-commercial clauses commonly found in contracts that regulate how the agreement operates rather than the core bargain. It is not a statutory term; it is a descriptive label used across legal practice. Typical boilerplate clauses address: interpretation and definitions; entire agreement and non-reliance; variation and waiver; assignment, novation and subcontracting; notices; confidentiality; force majeure; severability; counterparts; costs; no partnership/agency; set-off; third party rights; and governing law, jurisdiction and dispute resolution. Although often precedent-based, boilerplate provisions materially affect risk allocation, enforcement and remedies, and can determine how claims are brought, what evidence is admissible, and which...

Boilerplate clauses in commercial B2B agreements: purpose, key clauses, drafting guidance, and review checklist

Published by a LexisNexis Commercial expert

Practice notes

This Practice Note explores the function and significance of boilerplate clauses within a contract. It highlights the boilerplate provisions most frequently seen in transaction-related agreements and considers the method to adopt when reviewing or drafting agreements that contain boilerplate terms. Solicitors handle an extensive range of transactions, yet every one of them will, in some respect, involve written contracts. Each of those contracts ought to include certain boilerplate provisions.

What is boilerplate?

There is no universally accepted definition of a ‘boilerplate’ clause. Such clauses are often regarded as standard, catch-all terms. They are routinely accepted with minimal thought or bargaining, but treating them this way is risky. It is better to view ‘boilerplate’ as a label for the clauses inserted to govern the mechanics of how the agreement operates and the legal considerations common to most transactions. They are typically located at the start and the close of an agreement. Because a boilerplate clause addresses matters like interpretation, validity, and enforcement of an agreement, it can exert a substantial influence on the remaining provisions in an agreement. Careful attention and thoughtful negotiation of these terms is therefore essential when preparing, interpreting, or enforcing transactional documents to avoid harmful unintended outcomes...

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Web page updated on 22/05/2026

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