Presentation. Considerations in European-style contracts are often listed by capital (A), (B), (C), etc., or roman numbering. Considerations should not be points. U.S.-style contracts often start with the word Whereas,… In addition, recitals are generally considered a enumeration: each recital would end with a semicolon, while the first recital is the continuation of the “lead-ins” (which could be the preamble title “whereas”). See also section 5.2 (d) (enumerations). Therefore, the draft decision should avoid going overboard with recitals and include unnecessary details. The recitals should be fair, relevant and brief. Preamble. The preamble is usually given the title considerations, during or background, probably written in all-caps or bold.
They address some of the key features of the agreement, the associated transaction or the parties` transactions and help the reader understand the background before looking at the Definitions section. The reasons for the contract precede the main text of a contract and are called “whereas” clauses. A recital gives the reader a general idea of the purpose of the contract, the parties involved, and why they sign it. Read 3 minutes recitation of this story in an agreement is performed by the so-called “Whereas / Introduction / Context/ Consideration Clause” clauses. If the parties include an interpretive clause in their contract, but do not contain a specific reference to the recitals of that clause, such an omission could be made that the parties have decided to exclude the recitals from the legally binding sections of the treaty. If the parties do not contain any interpretive clauses, it can be assumed that the recitals should not be legally binding. In both cases, the recitals could not be considered to have a legal effect. However, this does not affect their admissibility in litigation if the operational provisions are ambiguous.
Key definitions used throughout the operational part of the contract are better used in the definition section of the treaty than in the recitals, since the recitals may have no legal value. This is not necessarily the approach taken in practice, as is the case with the 2012 International Petroleum Negotiater Association (AIPN) model for the Joint Enterprise Agreement (AIPN JOA).