Governing Law Definition

GLOSSARY

/ˈɡʌv(ə)nɪŋ/ /lɔː/

Published by a UU��ֱ�� Dispute Resolution expert

What does Governing Law mean?

Governing law is the law stipulated in a contract to determine a dispute. Where there is no valid governing law clause, the law to be applied, the applicable law, will be determined in accordance with the relevant regulation, convention, legislation or common law rules.

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Commercial contract review and execution (business personnel)—checklist

Commercial contract review and execution (business personnel)—checklist This is a Checklist for in-house lawyers to provide to those of its employees (eg procurement or sales professionals) who are engaged in negotiating commercial contracts. It sets out the primary issues to consider when negotiating or reviewing a business-to-business commercial contract, and includes practical guidance. This Checklist may be suitable for use in low risk contracts where employees who are not legally qualified are authorised to conduct negotiations and contract review. It may be customised as required to work with a company playbook on contract negotiation and review, to include suggested fall-back drafting positions and escalation points for recourse to a legal team as appropriate. As it is intended to be used by non-legal professionals, it does not include links to further detailed legal commentary in each case. For a Checklist intended for use by legal professionals with links to further information, see: Commercial contract drafting and review—checklist. In-house lawyers should check that business personnel engaged in negotiating and concluding commercial contracts...

Governing law and jurisdiction clauses in commercial contracts―checklist

Governing law and jurisdiction clauses in commercial contracts―checklist This Checklist of resources sets out some of the issues when considering governing law and jurisdiction in the context of commercial contracts. Governing law and jurisdiction clauses are categorised as boilerplate clauses in an agreement. For more information on boilerplate clauses, see: Boilerplate clauses—overview. For details about the role of boilerplate clauses and approaches to reviewing and drafting common boilerplate clauses, see Practice Note: The role of boilerplate. A governing law clause (also known as an applicable law clause) is used to allow the parties to specify the substantive law that will apply to the interpretation of an agreement and, in the event of a dispute, in relation to it. For an example of a governing law clause, see Precedent: Governing law clause. The applicable law clause in a contract will usually be set out alongside a jurisdiction clause. It is important to note that jurisdiction and governing law are separate issues. A jurisdiction clause is necessary to allow the parties to...

Cloud computing—Austria—Q&A guide

Cloud computing—Austria—Q&A guide This Practice Note contains a jurisdiction-specific Q&A guide to cloud computing in Austria published as part of the Lexology Getting the Deal Through series by Law Business Research (published: September 2022). Authors: MGLP Rechtsanwälte | Attorneys-at-Law—Árpád Geréd 1. What kinds of cloud computing transactions take place in your jurisdiction? Austria has seen a rising adoption of cloud computing applications in recent years. Although less than a decade ago the legal possibility of using cloud computing was still widely discussed, now most Austrian businesses make use of cloud computing offerings, ranging from full cloud-sourcing to single applications. Of the various XaaS offerings, the use of infrastructure-as-a-service (IaaS) as well as software-as-a-service (SaaS) are the most prevalent. Due to the large amount of small and medium-sized businesses, cloud storage and backup solutions as well as cloud applications are statistically used most and have a very high acceptance in relation to the number of businesses. This is also due to even small IT service providers offering managed...

Approaching commercial litigation funders—checklist

Approaching commercial litigation funders—checklist This Checklist sets out the key issues that legal representatives and/or litigants seeking commercial third party funding should consider in advance of approaching a funder. You may also find the following other checklists useful in this area: • Key documents and information required by funders—checklist • What funders look for—checklist Issues and considerations Comments Lawyer/litigant notes Finding a funder How do you go about identifying and choosing a funder that offers the type of funding looked for? There are various differences between funders, including in relation to the types of cases that they are willing and able to fund. There are various ways in which you might identify a funder for your case, including:● speaking to colleagues and peers who have worked with funders● approaching a broker (see further below)● reviewing the website of the Association of Litigation Funders of England and Wales (for domestic funders)● checking the Law Society’s Litigation Funding magazine● researching individual funders online by their websites● once you have identified funders,...

Discover our 604 Practice Notes on Governing Law

Licence to carry out environmental investigations

Licence to carry out environmental investigations Parties 1 [insert name of licensor] [of [insert address] OR company number [insert company number] whose registered office is at [insert address]] (the Licensor) 2 [insert name of licensee] [of [insert address] OR company number [insert company number] whose registered office is at [insert address]] (the Licensee) 1 Background (A) The Licensor is the registered [freehold OR leasehold] owner of the Property. (B) The Licensee has expressed an interest in [acquiring OR leasing] the Property. (C) The Licensor will permit access to the Property by the Licensee and the Consultant for the purpose of carrying out investigations as to ground conditions at, in, on, under or about the Property, subject to the terms of this Licence. 2 Definitions Competent Authority • means any statutory undertaker or any public local or other authority or regulatory body or government department, or any other body exercising powers under statute or by royal charter or any court of law or any...

‘Click-wrap’ software end-user licence agreement (EULA)—business to consumer

‘Click-wrap’ software end-user licence agreement (EULA)—business to consumer PLEASE READ THE TERMS AND CONDITIONS BELOW CAREFULLY This is a legally binding agreement (‘Agreement’) between you (‘User’ or ‘you’) and [NAME OF SUPPLIER] whose registered address is [ADDRESS OF SUPPLIER] (‘Supplier’, ‘us’ or ‘we’). Under this Agreement, we are providing you with [NAME OF SOFTWARE AND VERSION] with all the content, material or services accessible within the Software and all updates and upgrades to the Software (unless we ask for a separate agreement to be entered into for such updates and upgrades) (‘Software’) and all associated documentation and support resources (‘Documentation’). This Agreement is not for the sale of the Software to you but to grant you a licence which allows you to use the Software and Documentation on the terms and conditions set out below. This means that you do not own the Software and are only allowed to use the Software in accordance with this Agreement. We remain the sole and beneficial owners of the Software and the...

Dive into our 700 Precedents related to Governing Law

How might the European Commission proposal for new conflict of law rules for assigned claims impact the secondary loan market?

How might the European Commission proposal for new conflict of law rules for assigned claims impact the secondary loan market? Summary This Q&A refers to the European Commission’s proposal for a Regulation on the law applicable to the third-party effects of assignments (the Proposal) published on 12th March 2018, which could have an impact on the market for trading participations in syndicated and bilateral loans. Both of the Loan Market Association (LMA) and the City of London Law Society made representations asking for the Proposal to be shelved or at least amended to accommodate current market practice in the secondary loan market. Their representations are available on their respective websites. It is fair to say that in its original form the Proposal would have disrupted the secondary loan market by making due diligence on the part of a buyer much more complicated for the reasons given below. The UK indicated on 9 July 2018, shortly after publication of this Q&A, that it would not opt in...

In light of coronavirus (COVID-19), is arbitration preferable over litigation as a method of dispute resolution given the increased flexibility inherent in arbitration proceedings generally?

In light of coronavirus (COVID-19), is arbitration preferable over litigation as a method of dispute resolution given the increased flexibility inherent in arbitration proceedings generally? Clare Ambrose, Twenty Essex This is a ‘once in a generation’ challenge. We will see over the next months how the court system and the arbitration community respond. Arbitration is more flexible, and it is already common for directions to be made electronically, CMCs to be heard by telephone and disputes to be resolved by documents only. It is hoped that arbitration will be agile to meet the needs of parties. If so, and virtual hearings (or even partially virtual hearings) start to work well, then they will become an attractive feature. Corporations weathering this crisis will be mindful of resilience for the next one. Arbitration will be attractive if it is seen to work in times of crisis. If it becomes cheaper and more sustainable too then that must be a bonus. Hamish Lal, Akin Gump The tangible and significant impacts of...

See the 62 Q&As about Governing Law

Five takeaways from UK justices’ arbitration jurisdiction ruling

Law360: On 18 September 2024, the UK Supreme Court handed down judgment in its decision to unanimously uphold the granting of an anti-suit injunction restraining Russian proceedings brought in breach of an agreement to refer disputes to arbitration in Paris.

Undisclosed principals and liability under letters of indemnity

Commercial analysis: A common problem for any claimant is working out which party to sue that has the funds to satisfy the claim. The issue is often more acute in shipping where several different parties are involved in the chain. This can lead to companies being joined as defendants to a claim and dealing with creative agency claims to establish their liability. This is what happened in Yangtze Navigation (Asia) Co Ltd & another v TPT Shipping Ltd & others (The Xing Zhi Hai). The result, from a legal perspective, is a useful discussion of the law on undisclosed principals, in the context of liability under letters of indemnity. Mike Phillips, partner, and Archit Dhir, senior associate, both at Watson Farley & Williams, examine the court’s decision.

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