Boilerplate clauses

When forming contracts, parties to the contract often use templates or forms which include boilerplate clauses (boilerpate language - used as standard language). Such clauses refers to the standardized clauses in contracts and they are to be found towards the end of the agreement. Including boilerplate clauses is the process, by which parties to the contract may define their relationship in a better way and they are willing to provide certainty if terms in the contract are ever disputed. Some of the most common clause types are listed below:
An assignment clause - clause prohibiting or permitting a complete transfer or rights under the contract to another party.
Here is an example:
Neither this Agreement nor any of the rights, interests or obligations under the Agreement shall be assigned, in whole or in part, by operation of law or otherwise by either party without the prior written consent of the other party.
A force majeure clause - this clause is designed to protect against failures to perform contractual obligations caused by unavoidable events beyond a party’s control, such as natural disasters.
Here is an example:
GUMBER & PARTNERS SOLICITORS shall in no event be responsible for any delay or failure in performance resulting from circumstances beyond its reasonable control.
Arbitration clause - a specific boilerplate clause which is stated to forgo taking any dispute that may arise to court. Parties to the contract are to refer the dispute to an arbitrator to reach out-of-court settlement.
Here is an example:
In the event a dispute shall arise between the parties hereto, it is hereby agreed that the dispute shall be referred to International Chamber of Commerce and settled by three arbitrators. The arbitrator’s decision shall be final and binding.
Severability clause - this clause provides that in the event of one or more provisions of the contract are determined to be unenforceable, the rest of the contract remains in force.
Here is an example:
This Agreement will be enforced to the fullest extent permitted by applicable law. If for any reason any term or provision of this Agreement is held to be invalid or unenforceable to any extent, then (a) such term or provision will be interpreted, construed, or reformed to the extent reasonably required to render the same valid, enforceable, and consistent with the original intent underlying such provision; (b) such term or provision will remain in effect to the extent that it is not invalid or unenforceable; and (c) such invalidity or unenforceability will not affect any other term or provision of this Agreement.”

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