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I have taken to referring to some legal documents (not just clauses) as boilerplate documents because they are re-used verbatim. For example, the GNU General Public License, the Creative Commons Attribution License or the Developer Certificate of Origin.

My intention is to explain the benefits of this approach (a common vocabulary), but I've received (some) feedback suggesting that boilerplate is a pejorative rather than a factual adjective. I can see that the term originally referred to copy-and-paste news in the early days of print media, but (it seems to me) it has long-since evolved to simply refer to verbatim re-use, especially in a legal context.

(I saw a reference to a "take it or leave it" attitude in a legal setting, which is not my main point, but does not detract from it.)

Is "boilerplate" in fact a pejorative when discussing legal documents?

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  • It is a commonly-accepted informal term. It necessarily carries a potentially poor connotation, since anyone hearing the term instantly envisions pages full of illegibly tiny type, written using unintelligible terminology.
    – Hot Licks
    Apr 20, 2018 at 11:58
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    It typically refers to verbiage that has a significant history of court decisions and which has become fixed because of those court interpretations. I don't think pejorative is the right word. It's more like taken-for-granted by everyone who sees a contract as a means to achieving something, as opposed to seeing it as a purpose unto itself. Boilerplate is the contracting equivalent of an operating system.
    – Phil Sweet
    Apr 21, 2018 at 2:24

4 Answers 4

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Bryan Garner, A Dictionary of Modern Legal Usage, third edition (2011) provides a useful entry for boilerplate covering its professional legal sense and its more common layperson's interpretation.

boilerplate {fr. the newspaper business, in which it originally referred to syndicated material in mat or plate form} = (1) ready-made or all-purpose language that will fit in a variety of documents; or (2) fixed or standardized language that is not subject to modification. Sense 1 expresses the lawyer's usual understanding; sense 2 expresses the lawyer's usual understanding; sense 2 expresses the nonlawyer's common understanding.

The term first entered American legal usage in the 1950s an is today commonly used either as a noun or as an adjective (in phrases such as boilerplate clause and boilerplate language). The earliest known legal example appeared in Ohio: "After what appears to be the ordinary 'boilerplate' reference to payment of debts, taxes and costs of administration, the testatrix in the case at bar gave more than usual attention to arrangements in connection with her last rites." In re Estate of Carrington, 136 N.E.2d 182, 185 (Ohio Prob. Ct. 1956).

Neither of the two legal senses of boilerplate that Garner identifies is inherently negative. Indeed, in contract law, it makes a lot of sense to use formulaic language that has passed muster in past contract adjudications.

Interestingly, the origin of boilerplate has more in common with Garner's second meaning than with his first. From Tina Stark, Negotiating and Drafting Contract Boilerplate (2003):

The term "boilerplate" has two historical sources: one from the shipbuilding industry and the other from the newspaper printing process.

The derivation of the word "boilerplate" dates back to the invention of steam boilers to power ships. However, there are rival theories. The first is that as part of the boiler manufacturing process, iron was rolled one-quarter to one-half inch thickness. Each piece of iron then became a "boiler plate" and as use to build the boiler or to cover the ships. The second theory is that each boiler had a standard size identification plate attached to it. The identification plate became known as a "boiler plate."

In the newspaper world, the term "boilerplate" had a meaning not too different from the one in the ship manufacturing process. After the Civil War, many small-town newspapers expanded their local papers by including syndicated articles. Initially, the syndicates sent the articles on newsprint so that the articles could be distributed immediately with the rest of the newspaper. Eventually, however, the syndicates instead made identical plates of the printed matter in a central office and shipped the plates, commonly known as "boiler plate" to the newspapers. The plates were then used by the local papers to print the articles. Thus, both in the shipbuilding and newspaper industries, boilerplate came to connote something standardized, formulaic.

The use of iron plate for this content makes a sharp contrast with the much softer, easily meltable lead type used for unique daily content. However, Giuditta Cordero-Moss, Boilerplate Clauses, International Commercial Contracts and the Applicable Law (2011) points out that, despite the literal implications of the term, legal boilerplate is not necessarily immutable:

The term 'boilerplate' is understood to be derived from the metal plates on which syndicated or ready-to-print copy was supplied to newspapers. The point of such plates was that they could not be modified before printing, hence the borrowing of the term to refer to clauses in a contract which are not intended to be the subject of any negotiation. In fact, in the commercial transactions which are the principal focus of this book, a 'boilerplate' clause may well be the subject of negotiation, and perhaps of modification, in the particular contract t hand. The clause is 'boilerplate' or 'standard form' in the sense that one party (or possibly both) requires a clause of that type, but there is still room for negotiation as to its precise content.

This description matches the first definition of boilerplate that Garner provides.

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Is "boilerplate" in fact a pejorative when discussing legal documents?

It was not indented to be, but its use in contracts has made it so. For its many uses in diverse aspects that have basically no pejorative connotations see the Encyclopedia notation. This answer is based on American law, contracts, assignments and use dating to~ 1960.

boilerplate TFD (this citation is used for all areas of this answer except where otherwise noted))

  1. Standardized or set language that is meant to be used repeatedly, often in organizational publications or legal documents:

Legal definition:

A description of uniform language used normally in legal documents that has a definite, unvarying meaning in the same context that denotes that the words have not been individually fashioned to address the legal issue presented.

slang use:

slang for provisions in a contract, form or legal pleading which are apparently routine and often preprinted. The term comes from an old method of printing. Today "boilerplate" is commonly stored in computer memory to be retrieved and copied when needed. A layperson should beware that the party supplying the boilerplate form usually has developed supposedly "standard" terms (some of which may not apply to every situation) to favor and/or protect the provider.

A business is to provide a service in a safe manner. It requires you to sign a contract that contains boilerplate legal language (disclaimers) to protect them from tort law ( you fall off faulty ski lift ). The courts began to strike down such boilerplate disclaimers. The most egregious was you could not sue for damages but had to rely on arbitration the company provided! Thus: pejorative boilerplate. google books

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Boilerplate is a word akin to 'cleave' where it has competing definitions. Yes, it can be utilized as 'standard language' or with a negative connotation such as being 'formulaic or ordinary'.

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  • Technically, there are two words spelled "cleave" of different etymological origins (they were not spelled the same way in the past). This is not the case with "boilerplate", which has only one etymological origin.
    – Laurel
    Apr 20, 2018 at 14:32
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For the reasons that have been presented with great clarity, and in great detail, by Mr. Yargs, the word boilerplate is not 'inherently negative'. What his answer, however, does not make clear is that, even though the word is not inherently negative, its use often does imply criticism.

Characterising some provisions in a legal document as boilerplate is often intended to convey the idea that they have been inserted into the document mechanically, without much thought. The implication is that the drafter hasn't put any work into tailoring these provisions to the specifics of the document's purpose, and that, consequently, they may, upon analysis, turn out to be irrelevant, or only remotely relevant, to it.

The term boilerplate is in this respect analogous to the similar, but more recent term cut-and-paste. There is nothing inherently wrong with cutting and pasting text, and we are all glad that word-processing software makes such operations possible. However, characterising some piece of writing (for example, an answer on Stack Exchange) as cut-and-paste is often a criticism, in so far as it implies that it has been put together mechanically, without careful, original thought.

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