Standard Contractual Clause

A Standard Contractual Clause is a contractual clause that provides pre-defined legal terms (for inclusion in contracts).

• AKA: Standard Contract Clause, Boilerplate Clause, Standard Contractual Provision.
• Context:
  • It can (typically) cover common legal issues in contract negotiations.
  • It can (typically) be inserted into contract templates for efficiency.
  • It can (typically) establish default legal positions between parties.
  • It can (typically) be drafted by legal professionals for risk mitigation.
  • It can (typically) be customized to fit specific transaction needs.
  • It can (often) address intellectual property rights in licensing agreements.
  • It can (often) specify payment terms in service contracts.
  • It can (often) outline confidentiality obligations in non-disclosure agreements.
  • It can (often) set liability limitations in vendor contracts.
  • ...
  • It can range from being a simple clause to being a complex clause, depending on the legal issue addressed.
  • It can range from being a short clause to being a long clause, depending on the level of detail required.
  • It can range from being a standard clause to being a customized clause, depending on the transaction type.
  • ...
  • It can be reviewed by contract managers for contract consistency.
  • It can be interpreted by courts in contract disputes.
  • It can be updated by legal teams to reflect changes in law.
  • It can be localized by legal translators for international contracts.
  • ...
• Examples:
  • Indemnification Clauses, which allocate legal liability.
  • Limitation of Liability Clauses, which cap damage amounts.
  • Force Majeure Clauses, which excuse performance for unforeseen events.
  • Governing Law Clauses, which specify applicable law.
  • Arbitration Clauses, which require alternative dispute resolution.
  • Termination Clauses, which define termination rights.
  • Warranty Clauses, which establish performance guarantees.
  • ...
• Counter-Examples:
  • Custom Contract Clause, which is drafted for a specific deal.
  • Illegal Contract Clause, which violates applicable law.
  • Ambiguous Contract Clause, which has uncertain meaning.
  • Irrelevant Contract Clause, which does not apply to the agreement type.
• See: Contractual Clause, Contract, Contract Template, Contract Negotiation, Legal Risk, Contracting Party, Legal Professional, Contract Manager, Contract Dispute.

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