Negotiating & Drafting Contract Boilerplate

Traditionally, lawyers use the term "boilerplate" to refer to the standardized, "one size fits all" provisions that generally appear at the end of a contract, including choice of law, notice, arbitration, force majeure and assignments. Lawyers often take these provisions for granted, forgetting that significant business and legal issues lurk within them. Prudent lawyers carefully examine and tailor these provisions to meet the needs of individual transactions.

Negotiating and Drafting Contract Boilerplate educates lawyers and business professionals on the underlying rationale and importance of boilerplate language. Each chapter tackles a different contractual provision, over 20 in all, and analyzes why it is important, what the key legal and business issues are, what is negotiable and what is not, and how best to draft the provision to suit a particular transaction. This remarkable book will give you a competitive edge - and a new understanding and appreciation of language you've seen countless times.

Contents:
* The Nuts and Bolts of Drafting Boilerplate Provisions
PARTIES, ASSIGNEES, AND THIRD-PARTY BENEFICIARIES
* Assignment and Delegation
* Successors and Assigns
* Third Party Beneficiaries
DISPUTE RESOLUTION PROVISIONS
* Governing Law and Forum Selection
* Waiver of Jury Trial
* Arbitration
* Cumulative Remedies and Election of Remedies
FINANCIAL AND RISK ALLOCATION PROVISIONS
* Indemnities
* Force Majeure Transaction Costs
COMMUNICATIONS BETWEEN THE PARTIES AND WITH OTHERS
* Confidentiality
* Announcements
* Notices
DETERMINING WHAT CONSTITUTES THE CONTRACT
* Amendment and Waiver
* Severability
* Merger
* Counterparts
INTERPRETIVE PROVISIONS
* Number and Gender
* Captions
* PART EIGHT - OTHER PROVISIONS
* Further Assurances
* Putting It All Together