Conferences
A Michigan Law Review Conference on:
"Boilerplate": Foundations of Market Contracts
|
September 23-24, 2005
University of Michigan Law School,
Ann Arbor, Michigan |
No Registration Fee |
Boilerplate—standard terms across multiple contracts—are more prevalent than ever in commercial trade. The negotiated, custom-drafted contract has been replaced in the market by boilerplate language, and the rise of electronic commerce has accelerated this trend. The study of boilerplate and standard forms, however, has yet to advance beyond the general claims about market power and network externalities. In this symposium, several advances are pursued. On a theoretical level, boilerplate is shown to be a legal phenomenon different than contract. Is it a statute? Is it property? Is it a product? On an empirical level, boilerplate is studied in specific contexts, including insurance, credit cards, auto manufacturing, and electronic commerce. The contributions to the symposium reveal subtle and previously unrecognized ways in which boilerplate clauses encourage information flow—but also dampen it; increase competition—but also reduce it; how new boilerplate terms are produced—and how innovation in boilerplate is stifled; how negotiation happens in the shadow of boilerplate—and how it is subdued; and offer a new explanation as to why boilerplate is so often one-sided. With emphasis on empiricism and economic thinking, this symposium provides a more nuanced understanding of the “DNA” of market contracts—the boilerplate terms.
The conference proceedings will be published in Volume 104 of the Michigan Law Review and, in abridged form, in a volume titled Boilerplate: Foundations of Market Contracts (Omri Ben-Shahar, Ed.) by Cambridge University Press. Participants in the Conference include: Robert Ahdieh (Emory), Lucian Bebchuk (Harvard), Omri Ben-Shahar (Michigan), Michelle Boardman (George Mason), Stephen Choi (NYU), Kevin Davis (NYU), David Gilo (Tel Aviv), Mitu Gulati (Georgetown), Robert Hillman (Cornell), Jason Johnston (Pennsylvania), Ronald Mann (Texas), Ariel Porat (Tel Aviv University), Hon. Richard Posner (Chicagol), Todd Rakoff (Harvard), Margaret Jane Radin (Stanford), Henry Smith (Yale), James J. White (Michigan).
The conference is sponsored by the John M. Olin Center for Law and Economics at the University of Michigan.