The Henry Morris Lecture in International Law

and Pennsylvania general CLE credit
 English Language Contracts Governed by a Foreign Law
Assume a Spanish business person and a Russian trader create a contract and agree to have it governed by Swiss law. Chances are that the contract is drafted in the English language. This scenario occurs frequently in international trade, particularly in Europe: English-language contracts governed by the law of a non-English speaking jurisdiction. The language is chosen as a matter of convenience, and the parties often rely on English or American templates.
This lecture will explore the frictions that arise between the governing law and the contractual clauses that are drafted against an English law background; under the governing law, these clauses might generate unforeseen (and sometimes undesirable) results or they are, at best, superfluous. Moreover, the terminology often does not fit: any talk of ‘representations and warranties,’ for example, does not make sense if the governing law does not have anything resembling representations and warranties. This problem cannot simply be resolved by better efforts at legal translation. It rather requires lawyers to understand that legal language and national contract laws are the products of a particular culture, history, and worldview.
The lecture is FREE and open to the public, however registration is requested at https://tinyurl.com/Morris2018