In its 20th anniversary edition, Behind and Beyond Boilerplate: Drafting Commercial Agreements, Fourth Edition determines a practical approach by providing sample boilerplate clauses and explains their meaning with a legal framework.

It demonstrates the underlying historical common law and equitable principles that gave rise to the use of boilerplate clauses and analyzes the judicial treatment of those clauses. The publication also addresses practical issues that may rise with the use of boilerplate clauses and makes recommendations on drafting them.

New in the fourth edition:

• Update of all case law affecting boilerplate clauses referenced in the third edition, including commentary on recent Supreme Court of Canada decisions that affect contract interpretation and boilerplate
• Teal Cedar Products Ltd. v. British Columbia, 2017 SCC 32 Narrow scope of appellate intervention in commercial arbitration and deferential standard of review reasonableness usually applies to arbitration awards
• Douez v. Facebook, 2017 SCC 33 Two-step approach in determining enforcement of a forum selection clause
• Soboczynski v. Beauchamp, 2015 ONCA 282, leave to appeal refused 2015 SCC Entire agreement clauses apply to anything said and done up-to the moment of signing the written contract, operating retrospectively rather than prospectively, unless the entire agreement clause clearly provides otherwise
• Sattva Capital Corp. v. Creston Moly Corp., 2014 SCC 53 Approach to contract interpretation ought to be practical
• Bhasin v. Hrynew, 2014 SCC 71 Duty of honest performance requires the parties to be honest with each other in relation to the performance of their contractual obligations