Hidden Risks of Boilerplate Clauses in Healthcare Contracts: Avoiding Unintended Consequences, Implementing Practical Solutions

This CLE course will guide healthcare counsel using boilerplate provisions in healthcare contracts. The panel will discuss identifying and avoiding the pitfalls of boilerplate contract clauses in these agreements. The panel will also provide insight into structuring individualized language to fit the circumstances of the transaction.

Boilerplate provisions are trivialized by some and overlooked by many. However, they have the potential to significantly impact the transaction. Boilerplate provisions are often cut and pasted from one contract to another without much thought about the potential impact of their use. However, these clauses conceal significant legal and business implications that can produce unwanted future results if not tailored to the specific circumstances of the transaction.

Automatically inserting a boilerplate provision into an agreement can unintentionally defeat the contractual intent of the parties and cause significant losses. For example, boilerplate provisions may include a statement that remedies are cumulative. This may contradict remedy provisions that were hotly contested and painstakingly negotiated as part of the agreement's indemnification section.

Best practices call for negotiating and drafting such clauses, as well as others, in anticipation of future disputes.

Listen as our authoritative panel of healthcare attorneys examines the use of boilerplate clauses in healthcare contracts. The panel will discuss identifying and avoiding the pitfalls of boilerplate contract clauses in healthcare contracts/transactions. The panel will discuss standard boilerplate provisions in healthcare contracts and the pitfalls of cutting and pasting provisions. The panel will offer best practices for avoiding pitfalls by drafting individualized clauses to suit the particular circumstances of the transaction.