With the aim of creating an autonomous regime for the interpretation and application of the contract, boilerplate clauses are often inserted into international commercial contracts without negotiations or regard for their legal effects. The assumption that a sufficiently detailed and clear language will ensure that the legal effects of the contract will only be based on the contract, as opposed to the applicable law, was originally encouraged by English courts, and today most international contracts have these clauses, irrespective of the governing law. This collection of essays demonstrates that this assumption is not fully applicable under systems of civil law, because these systems are based on principles, such as good faith and loyalty, which contradict this approach.

The book verifies the impact of national law and transnational rules on international contracts, particularly those with an arbitration clause.

Verifies the impact of national law and transnational rules on international contracts, particularly those with an arbitration clause.

This popular book clearly and concisely de-constructs the boilerplate clauses commonly used in commercial contracts. No matter how obscure or complicated the clause, this book will enable you to negotiate and comprehend the boilerplate clause, and draft your own. This invaluable guidance and detail is provided in a practical alphabetical format - a unique feature that enables you to locate vital information in seconds. The following invaluable knowledge and information is provided for each and every boilerplate: an explanation of the purpose of the clause; a discussion of the issues and problems you'll encounter drafting the clause; practical samples of commonly used precedents; a summary of the underlying law, including consumer law issues where relevant; an explanation of relevant major cases that have affected the interpretation of the clause.

This title provides up-to-date, practical drafting guidance on the purpose and effect of a wide range of boilerplate clauses in common use. It also covers a selection of other contract clauses frequently encountered in many types of commercial agreement. The book includes: a step-by-step commentary; examples of best practice in different situations; detailed notes on each type of boilerplate clause; relevant precedents in full; statutory definitions. For ease of reference, the clauses are arranged in alphabetical order. For quick application of the drafting principles, a disk containing the full text of all clauses and precedents is included free with the book.

* Examples are given from "real life" business situations * Practical information and "Golden Rules" on what to do and what not to do * Plain English explanations of legal terms * Helpful resource for corporate managers This book will familiarize the reader with the look and feel of particular contract clauses (often called boilerplate clauses) that are important in commercial contracts. In negotiations, some executives will only scrutinize the commercial or "deal" terms of the contract. The rest is usually left "for the lawyers to sort out." However, the boilerplate clause will usually govern or regulate the other commercial or "deal" clauses. They play a vital part in the contract. It is only through the process of familiarization that you can begin to understand their effects. The important thing is to be able to identify these clauses and to understand what they are trying to achieve by their inclusion in the contract, which will place you well ahead of most other business executives in this area.