A "conflict of laws" clause determines which jurisdiction's laws will be applied in interpreting and governing a contract in the event of legal disputes. It provides clarity and predictability for all parties involved by specifying the preferred legal framework to resolve any potential conflicts.
This Agreement shall be governed by the laws of the State of New York without regard to its conflict of laws principles.
This Promissory Note is being delivered in, is intended to be performed in, shall be construed and interpreted in accordance with, and be governed by the internal laws of, the State of California, without regard to principles of conflict of laws.
Governing Law; Jurisdiction; Waiver of Jury Trial. This Letter Agreement shall be governed by, and construed in accordance with, the laws of the State of Delaware, without regard to the conflict of laws rules thereof. The Parties hereby irrevocably consent to the exclusive jurisdiction of the Chancery Courts in the State of Delaware and the United States District Court for the District of the State of Delaware for any action, suit or proceeding arising out of or relating to this Letter Agreement and the Proposed Transaction, and agree not to commence any action, suit or proceeding related thereto except in such courts. EACH OF THE PARTIES HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING (WHETHER BASED ON CONTRACT, TORT, OR ANY OTHER THEORY) DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS LETTER AGREEMENT, THE TRANSACTIONS CONTEMPLATED HEREBY, OR THE NEGOTIATION, ADMINISTRATION, PERFORMANCE, OR ENFORCEMENT HEREOF OR THEREOF.
Governing Law and Interpretation. The provision forming part of Section 14.7 of the Omnibus Plan that reads “This Plan and all Awards made and actions taken hereunder shall be governed by and construed in accordance with the laws of the Province of Alberta, without reference to principles of conflict of laws, and the federal laws of Canada, as applicable.”, is deleted and replaced with: This Plan and all Awards made and actions taken hereunder shall be governed by and construed in accordance with the laws of the State of Delaware, without reference to principles of conflict of laws.
The laws of the State of New York, USA, without giving effect to principles of conflict of laws, govern all matters relating to this Amendment No. 2 and the enforcement and interpretation thereof. Any dispute arising out of or in connection with this Amendment No. 2 shall be resolved in accordance with Section 14.6 of the License Agreement.
Any capitalized term used in this Amendment No. 2 and not otherwise defined herein shall have the meaning given to that term in the License Agreement. This Amendment No. 2 and the rights and obligations of the Parties hereto shall be governed, construed, and enforced in accordance with the governing law as stated in the License Agreement, and if no such governing law is specified therein, then with the laws of Hong Kong, without regard to the conflict of laws provision thereof.
GOVERNING LAW. This Agreement shall be governed by, and construed in accordance with, the laws of the State of Delaware without giving effect to the conflict of laws principles thereof; provided that nothing herein shall be construed to preempt, or to be inconsistent with, any federal law, regulation or rule, including the Investment Company Act of 1940, as amended, and the Investment Advisers Act of 1940, as amended, and any rules and regulations promulgated thereunder.
This amendment shall be governed by the laws of New York without regard to principles of conflict of laws. Except as specifically modified or amended by the terms of this amendment, the Underwriting Agreement and all provisions contained therein are, and shall continue, in full force and effect and are hereby ratified and confirmed. All references in the Underwriting Agreement to itself shall be deemed references to the Underwriting Agreement as amended hereby.
Conflict of Laws. An expression of an opinion on a matter of Cayman Islands law in relation to a particular issue in this opinion should not necessarily be construed to imply that the Cayman Islands courts would treat Cayman Islands law as the proper law to determine that issue under its conflict of laws rules.
Governing Law. This Note shall be governed by and construed in accordance with the laws of the State of New York, without reference to principles of conflict of laws or choice of laws.
This Amended Nullification Option and the Subscription Agreement shall be governed by and construed in accordance with the Laws of the State of New York (regardless of its conflict of laws principles), including all matters of construction, validity, performance and enforcement and without giving effect to the principles of conflict of laws. The Parties agree that the federal and state courts in New York City, the State of New York, shall have sole and exclusive jurisdiction and venue for the resolution of all disputes, claims and controversies arising under the terms of this Amended Nullification Option and the Subscription Agreement and the transactions contemplated herein.
The provisions of the Plan shall be governed by, and construed in accordance with, ERISA or, to the extent ERISA does not apply or does not preempt applicable state law, the laws of the State of Georgia, with the exception of Georgia's conflict of laws provision. Any legal action brought under the Plan must be brought in the U.S. District Court of the Southern District of Georgia. By participating in the Plan, all Participants and their beneficiaries waive venue and jurisdiction in all other courts.
The provisions of the Plan shall be governed by, and construed in accordance with, ERISA or, to the extent ERISA does not apply or does not preempt applicable state law, the laws of the State of Georgia, with the exception of Georgia's conflict of laws provision.
This Plan shall be exclusively governed by and construed in accordance with the substantive laws of Switzerland, excluding its conflict of laws principles.
This Promissory Note shall be exclusively governed by and construed in accordance with the substantive laws of Switzerland, excluding its conflict of laws principles.
Conflict of Laws. An expression of an opinion on a matter of Cayman Islands law in relation to a particular issue in this opinion should not necessarily be construed to imply that the Cayman Islands courts would treat Cayman Islands law as the proper law to determine that issue under its conflict of laws rules.
Except as amended by this Amendment, all other terms and conditions of the Agreement will remain in full force and effect in accordance with its terms. This Amendment will be governed by the laws of Bermuda without regard to principles of conflict of laws thereof. This Amendment may be executed in counterparts, each of which will be deemed to be an original copy of this Amendment and all of which, when taken together, will be deemed to constitute one and the same Amendment.
Conflict of Laws. An expression of an opinion on a matter of British Virgin Islands law in relation to a particular issue in this opinion should not necessarily be construed to imply that the British Virgin Islands courts would treat British Virgin Islands law as the proper law to determine that issue under its conflict of laws rules.
Conflict of Laws refers to a set of procedural rules that determine which legal system and which jurisdiction’s laws are applicable in a given legal dispute involving multiple jurisdictions. These cases arise when there is a discrepancy between the laws of different states, countries, or regions that might have an interest or connection to the legal matter at hand.
The primary focus of Conflict of Laws is to resolve issues such as:
Conflict of Laws is applicable when a legal dispute involves parties, elements, or events that span across different jurisdictions. Here are some instances when it becomes relevant:
When drafting Conflict of Laws clauses, specificity and clarity are key. Such clauses often appear within contracts to stipulate the governing law and the agreed jurisdiction. Here are some guidelines for writing these clauses:
Governing Law Clause: This specifies which jurisdiction’s laws will govern the contract.
“This Agreement shall be governed by and construed in accordance with the laws of [Jurisdiction].”
Jurisdiction Clause: This designates which court will have jurisdiction in the event of a dispute.
“The parties agree to submit to the exclusive jurisdiction of the courts of [Jurisdiction].”
Arbitration Clause: Sometimes parties may opt for arbitration instead of litigation.
“Any dispute arising out of or in connection with this Agreement shall be submitted to arbitration in [Location], in accordance with the rules of [Arbitral Institution].”
Many contracts incorporate Conflict of Laws clauses to ensure legal certainty and predictability. Contracts that typically include these clauses are:
By incorporating Conflict of Laws clauses, parties can preemptively manage legal risks and streamline the process of addressing any disputes that may arise.
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Dive deeper into the world of clauses and learn more about these other clauses that are used in real contracts.
A conflict waiver is a contractual provision where a party acknowledges the presence of a potential conflict of interest and agrees to proceed despite it. This clause is often used in legal or business contexts to confirm that all parties are informed and consent to the possible risks associated with the conflict.
A "Consent to Assignment" clause stipulates that a party must obtain permission from the other party before transferring their rights or obligations under the contract to a third party. This ensures that the original party remains involved in decisions affecting the performance and continuity of the contract.
The Consequences of Breach clause outlines the measures and penalties that will be imposed if one party fails to fulfill their contractual obligations. It typically includes remedies such as damages, specific performance, or termination, thereby serving as a deterrent and providing recourse to the non-breaching party.
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