GOVERNING LAW
Other Names: Choice of Law • Applicable Law
Sample Clause Language:
This Agreement and all disputes, claims, actions, suits, proceedings or counterclaims (whether based on contract, tort or otherwise) arising out of or relating to this Agreement[, the Transaction or the actions of PARTY A or PARTY B in the negotiation, administration, performance and enforcement thereof,] shall be governed by, and construed in accordance with the Laws of the State of [STATE], [including its statutes of limitations,] without giving effect to any choice or conflict of Laws or other rule (whether of the State of [STATE] or any other jurisdiction) that would cause the application of the Laws or statutes of limitations of any jurisdiction other than the State of [STATE].
Source: Liberty Tax, Inc. (2019, August 8). Form 8-K. Retrieved from SEC EDGAR website http://www.sec.gov/edgar.shtml
Description:
Governing Law clauses provide which substantive law applies to the contract. The sample clause here indicates that a specific state law applies to the agreement and all related claims. It expressly excludes choice of law rules.
Common Contracts with this Clause:
- All Commercial Agreements
What you'll see with Lawgood:
Three (3) Alternative Positions
- Standard
- Conflicts with Specific Laws
- Excludes UN CISG
Draft better contracts with Lawgood.