Speaker 1: The internet makes cross-border transactions possible for even the smallest businesses. Whether you sell apps to the App Store or Google or run an online e-commerce storefront, someone will likely buy from you across international lines. Global business means global contracts. Each of the parties are resident or domiciled in different countries. As laws and legal language differs from country to country, contracts need to reflect the language that accommodates and clarifies provisions that might not be familiar in that foreign jurisdiction. In addition, the cost of litigating in a foreign jurisdiction can exceed all expectations and thus is difficult to quantify. The contract itself can dictate the choice of law, yet the choice of law can also be different than the place chosen for the resolution of the dispute. Thus, a foreign court could be in the position of, for example, an English court interpreting US law. In this example, parties before the English court are permitted to present experts to assist the court in interpreting US law. This essentially becomes a battle of the experts, where a standard form is used, which is meant to provide a uniform interpretation, providing some certainty. However, foreign courts are not necessarily familiar with such universal interpretation and may alter the operation and effect of the underlying agreement. Contracts provide certainty in business. Such potential alteration eliminates this certainty and it creates a risk that is difficult to quantify. With regard to specific provisions, US courts generally take a broad view of the interpretation of contract provisions and are willing to imply provisions, for example, good faith. Yet, courts in other jurisdictions are not willing to imply what is not spelled out by the specific language. Not to mention, interpretations also vary concerning specific legal concepts. Take, for instance, the standard of gross negligence. It is a well-recognized legal concept in US law. However, in England, there is no concept of gross negligence. Instead, this concept is replaced by a notion of serious error or conduct falling significantly short of expectations. The online world expands cross-borders and with that, companies must consider the laws of the states and countries they perform business with. Thus, it is essential for businesses engaging in cross-border transactions to carefully draft provisions, keeping in mind a foreign court that may be interpreting the terms should a dispute arise. For information on how we can help your organization, visit our website at dpoadvisor.com and as always, if you found this video helpful, please give it a like or share. If you have any questions or suggestions, throw them in the comments below.