Use this button to switch between dark and light mode.

Don’t Skip the Boilerplate Provisions: More Than Miscellaneous

March 05, 2024 (2 min read)

Practitioners may overlook the boilerplate provisions found in an acquisition agreement under a “Miscellaneous” article heading. But these provisions are more than just standard provisions, and they warrant specific attention to detail and negotiation. The parties may want to consider alternative dispute mechanisms; mediation requirements; jury trial waivers for appropriate jurisdictions, including certain third parties as beneficiaries; how notices are delivered to parties who change their address; attorney-client privilege protections; etc. The list is more exhaustive than one may anticipate under a generic, catch-all heading. Take a closer look at issues surrounding acquisition agreement boilerplate provisions in this Practical Guidance practice note.

Read now »

Related Content

  • M&A Provisions Resource Kit
    Browse a selection of practice notes, checklists, clauses, and templates related to M&A provisions, organized by category, before drafting your next transaction agreement.
  • Conflicts of Interest and Attorney-Client Privilege Clause (Merger or Stock Purchase)
    Reference this clause to (1) address the ownership of attorney-client privilege after the closing of a merger or stock purchase with regard to disputes among the parties and any third-party, and (2) permit the seller’s existing counsel to continue its representation after the closing without creating a conflict of interest with regard to the target company.

Practical Guidance Updates
Featuring the latest updates from your Practical Guidance account. 

  • Read the new edition of the Practical Guidance Journal featuring key considerations in mergers and acquisitions due diligence in the context of artificial intelligence technologies.
  • Generative Artificial Intelligence (AI) Resource Kit is a collection of current guidance on generative AI, ChatGPT, and similar tools.
  • Check out our Practical Guidance Author Center! Learn about the 2000+ leading attorney authors contributing to our 26 practice areas, and find out how you can Become a Practical Guidance Author. Practical Guidance is committed to amplifying diverse voices of attorneys across all differences, including gender and race.
  • Legal Developments provide the latest updates and analyses of emerging topics impacting your practice area. Visit the Legal Developments page to see the latest topics, which also include breaking legal news and related Practical Guidance content.
  • Document alerts allow you to stay current on legal developments that affect your practice. Find out how to set up your document alerts.
  • Public Interest, Pro Bono, and Non-Profit Resource Kit offers valuable guidance for those providing pro bono legal services and assisting non-profit organizations and public interest groups. It includes useful content on topics including tenant's rights, fair housing and lending, discrimination, immigration, and general non-profit resources.
  • Click here to review the robust and growing collection of more than 150+ data points from publicly filed transactions available in Market Standards.


Experience results today with practical guidance, legal research, and data-driven insights—all in one place.

Experience Lexis+