Choice of Law Clauses

Summary

These choice of law clauses may be used in commercial contracts and provide for the governing law to be used to interpret an agreement in the event of a dispute between the parties. This template includes practical guidance and drafting notes. These clauses are intended to be broad choice of law provisions. To assure the application of the law of the jurisdiction the parties selected to extra-contractual issues, a broad choice-of-law clause is needed. Courts have construed all manner of contractual choice of law language in deciding whether the clause is broad or narrow, and there are a lot of gray areas. To draft an effective broad form choice of law clause, the law of the particular jurisdiction should be consulted to make sure the clause contains the right language. For a full listing of related contract clauses, see General Commercial Contract Clause Resource Kit. For guidance on drafting choice of law clauses, see Choice of Law and Choice of Forum Clauses.