This book analyses the principles underlying the construction and application of a number of boilerplate and other clauses commonly included in commercial contracts.
The first Part of the work deals with general principles of interpretation. It then considers clauses which allocate commercial risk; clauses relating to performance; clauses introducing new parties by way of assignment, novation or nomination; clauses such as guarantees and indemnities which create liabilities in third parties; and dispute resolution clauses including governing law.
The authors highlight common issues surrounding the application of these clauses in practice and, where appropriate, make drafting recommendations based on their analysis of case law and the operation of relevant statutes. This is a very accessible resource for all commercial practitioners.
Table of Cases
Table of Statutes
Contracts in Contemporary Commercial Dealings
General Principles for Construction of Contracts
Liquidated Damages Clauses
Exclusion and Limitation of Liability Clauses
Entire Agreement Clauses
Passing of Risk in Real Property Transactions
Further Assurance and Cooperation
Dispute Resolution Clauses
Governing Law and Jurisdiction Clauses