Choice of Law Clauses
| Boilerterm COL — Broad (Name of Jurisdiction) | |
| Contract Law | The parties select all of the contract law of the chosen jurisdiction. |
| Non-Contract Law | The parties select the tort and statutory law of the chosen jurisdiction to govern non-contractual claims that relate in some way to the agreement. |
| Conflict of Laws | The parties do not select any conflict-of-laws rules of the chosen jurisdiction that would lead to the application of the law of another jurisdiction. The parties select the conflict-of-laws rules of the chosen jurisdiction that would lead to the application of the law of the chosen jurisdiction. |
| Statutes of Limitations | The parties select the statute of limitations of the chosen jurisdiction to govern claims covered by the clause. |
| Federal Law | The parties select all potentially applicable provisions of federal law except for the United Nations Convention on Contracts for the International Sale of Goods. |
| Temporality | The parties select the laws of the chosen jurisdiction that are in effect at the time any lawsuit is filed. |
| Boilerterm COL — Narrow (Name of Jurisdiction) | |
| Contract Law | The parties select all of the contract law of the chosen jurisdiction. |
| Non-Contract Law | The parties do not select any law to govern non-contractual claims. |
| Conflict of Laws | The parties do not select any conflict-of-laws rules of the chosen jurisdiction that would lead to the application of the law of another jurisdiction. The parties select the conflict-of-laws rules of the chosen jurisdiction that would lead to the application of the law of the chosen jurisdiction. |
| Statutes of Limitations | The parties do not select any law relating to statutes of limitations. |
| Federal Law | The parties select all potentially applicable provisions of federal law except for the United Nations Convention on Contracts for the International Sale of Goods. |
| Timing | The parties select the laws of the chosen jurisdiction that are in effect at the time any lawsuit is filed. |
Forum Selection Clauses
| Boilerterm FSC — Non-Exclusive (Name of Jurisdiction) | |
| Non-Exclusivity | The parties agree that if a lawsuit is filed in the chosen jurisdiction, neither party will (1) object to personal jurisdiction, (2) object to venue, (3) seek to have the case transferred to another jurisdiction, (4) seek to have the case dismissed for forum non conveniens. Each party reserves the right to file suit in a jurisdiction other than the chosen jurisdiction. |
| Contract and Non-Contract Claims | The parties agree that this clause shall apply to all claims that relate in some way to the contract. |
| No Third Parties | The parties agree that only they and their successors and assigns are bound by this clause. |
| State and Federal Court | The parties agree that a lawsuit may be filed in either state or federal court in the chosen jurisdiction. The parties further agree that a case filed in state court may be removed to federal court. |
| Boilerterm FSC — Exclusive (Name of Jurisdiction) | |
| Exclusivity | The parties agree that any lawsuit covered by this clause must be filed in the chosen jurisdiction and nowhere else. |
| Contract and Non-Contract Claims | The parties agree that this clause shall apply to all claims that relate in some way to the contract. |
| Third Parties | The parties agree that this clause applies to (1) the parties, (2) their successors and assigns, and (3) persons closely related to the parties or the transaction who wish to be covered by the clause. |
| State and Federal Court | The parties agree that a lawsuit may be filed in either state or federal court in the chosen jurisdiction. The parties further agree that a case filed in state court may be removed to federal court. |
| Damages | The parties agree that if a suit is brought outside the chosen jurisdiction, the plaintiff shall pay reasonable attorneys’ fees incurred by the defendant for the purpose of having the case transferred to the chosen jurisdiction or dismissed for forum non conveniens. The parties further agree that such damages shall not be awarded if (1) the court in which the suit is first filed concludes that public interest factors counsel against transfer or dismissal, (2) the person seeking damages was not a party to the agreement containing the clause, (3) there are conflicting judicial decisions as to whether clause should be enforced, or (4) the plaintiff who filed the lawsuit in non-designated jurisdiction is a consumer, an employee, or an insured who had a reasonable belief that the clause was not enforceable. |