If a party originates from an EU Member State (with the exception of Denmark) and another part of Mexico or Singapore, the provisions of the Hague Convention on the Choice of Judicial Agreements (the Hague Convention), which requires the recognition and application of exclusive jurisdiction clauses, must be considered. When a court has jurisdiction outside the EU, the conflict rules of laws applicable to determine existing legislation vary from country to country, introducing an element of uncertainty and potential costs. Spotify combines its legal and jurisdictional information in the same clause using a two-column diagram. A user can easily find out which country he is in the table and see what the choice of law and jurisdiction will be for that country. “The evidence before me showed that each party insisted that it not accept the jurisdiction or legislation of the other and that it could not reach an agreement on another jurisdiction or the law in force. As a result, [the agreement] does not contain a clause of law or jurisdiction clause. In addition, neither party intended to give the other an advantage in the conclusion of the agreement. If they want to hide that and create difficulties for lawyers to debate in the years to come, they have done well. Another very concise and direct legal clause is found in MakerBot`s terms of sale.
This clause is called “Law in Force,” which helps users find it under the conditions. It is customary for existing legislation to comply with the jurisdiction clause, but there is no requirement for that. Although English courts have experience in applying foreign law, foreign law must be invoked and proven as a fact, usually by evidence from a qualified lawyer of the relevant jurisdiction. This, too, can lead litigation to uncertainty, time and cost. A “Rules Act” clause is a clause that is used in legal constructs where you can explain which rules and laws govern the agreement when legal issues arise. When an agreement is reached by commercial parties, “contractual” obligations are generally defined in a written agreement. However, the parties may also have obligations under common law that are not included in the terms of the contract. These “non-contractual” obligations could arise with regard to both: courts outside the EU will apply their own rules to determine whether they are competent. Accused persons who are not established in the EU may be prosecuted in the English court if one or more compulsory links have been established with England.
If you opt for an applicable law that can cover both contractual and non-contractual obligations and litigation (subject to certain exceptions), make sure you know the consequences of that choice. Some legal systems have very different rules, for example on damage recovery and the circumstances under which you can terminate a contract and the consequences of termination. However, as a general proposal, the adoption of a clause in the above conditions can only reinforce the prospect that the parties` non-contractual obligations are governed by the law under the applicable law.