Can be paired with your own extractors?

No

Is paired with pre-trained extractors?

Yes

Normalised?

Yes

Which pre-trained models use this analyser?
  • ISDA CSA– Governing Law
  • Governing law - governing law only

Analyser overview

In the following examples, we demonstrate using blue highlights what the analyser will find.


EXAMPLE

COMMENTARY

This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the laws of Canada applicable therein.

Finds:

  • Provincial and Federal systems of law.

Normalises to:

  • Canada | Alberta

This agreement is governed by the laws of Victoria, Australia.

Finds:

  • State and Federal systems of law

Normalises to:

  • Australia | Victoria

This Agreement is governed by Norwegian law.

Finds:

  • the laws which govern the contract

Normalises to:

  • Norway

“(a) Governing Law. This Agreement and each Transaction entered into hereunder will be governed by, and construed and enforced in accordance with, the law of the State of New York without reference to its choice of law doctrine; provided, however, that the power and authority of Party B to enter into this Agreement and each Transaction will be governed by and construed in accordance with the law of the State of California.”

Finds:

  • both systems of law mentioned in the same clause. 

Normalises to:

  • United States | New York
  • United States | California

Any matters of law and practice relating to any Lease in Scotland, Northern Ireland, Ireland, Jersey or the Isle of Man (as the case may be) and any matters which themselves are subject to the exclusive jurisdiction rules of the lex situs on account of the fact that they relate to immovable property situated in such jurisdiction, will be governed by and construed in accordance with the Laws of such jurisdiction.

Finds:

-          multiple systems of law mentioned in the Governing Law clause.

Normalises to:

  • United Kingdom | Scotland
  • United Kingdom | Northern Ireland
  • Ireland
  • United Kingdom | Jersey
  • United Kingdom | Isle of Man

 Known Limitations

EXAMPLE

COMMENTARY

12.14 Governing Law, Jurisdiction and Venue. This Agreement shall be governed by and construed in accordance with the Laws as set forth in the table below, without giving effect to conflict of law or choice of law principles. Any and all actions, suits or judicial proceedings upon any claim arising from or relating to this Agreement shall be instituted and maintained in the city, state, territory, or province, as applicable, set forth in the table below. If either party may file an action, suit or judicial proceeding in a federal court, such action, suit or judicial proceeding shall be in a federal court seated in the state, territory or province, as applicable, as set forth in the table below....

Does not work well where the applicable governing law must be interpreted according to where the counter-party is domiciled. 

The choice of governing law of the Finance Documents will be recognised and enforced in its Relevant Jurisdiction.

Does not capture the Law that governs the Contract as it’s not explicitly mentioned in the Governing Law provision.