I just wanted a simple agreement, not a “War and Peace” rewrite

March 27, 2024

Have you ever reviewed a contract, gotten to the end and wondered what all these “boilerplate” provisions are all about?  In the alternative, you think you have come up with a simple and easy to understand agreement with the other side only to have the attorneys turn it into a “War and Peace” rewrite.  I am here to tell you that these boilerplate provisions that you may not think are important actually have meaning and are included in agreements to protect your interests.  Over the next few weeks, I am going to provide you with overviews of some of the key boilerplate provisions including the following:

  • Choice of law & Jurisdiction. 
  • Indemnification, Warranties & Confidentiality. 
  • Assignment, Waiver, Limitations on damages & Force majeure. 
  • Attorneys’ fees and costs, Arbitration & Jury trial waiver. 
  • Severability, Attachments, Notice & Relationships. 
  • Headings, Integration & Counterparts

Here are a few other things that may be of interest:

As always, please don’t hesitate to email myself (, Andy Miller (, Christian Miller (, Erik Spurlin (, Brad Leber ( or anyone in our office with questions or comments.   Please see all of our prior updates at this link or if you would like to be added to our email list, please click here.