TAKING YOUR TIME FOR INTERNATIONAL DEALS

Taking one’s time when negotiating a commercial deal is always a good idea.  Too many contracts that start out as well thought out documents end up creating a mess in litigation after a few provisions are impatiently thrown in at the end.  The putative partners’ urge to get started can be overwhelming.

In international contracts, the advice to slow down should be taken to heart with even greater care.  Imagine a deal where a foreign corporation inserts its standard terms and conditions – a formality, it might call it –in the proverbial small font and in its home language.  The American party would not be able to avoid that language later, even if no-one there spoke its partner’s language.  One who signs a contract is presumed to understand it.  If it is in a foreign language, it is incumbent on a party not speaking it to have it translated.  Ignorance of the language, just like ignorance of the law, is no defense.

Sometimes, an attorney’s role will be to slow things down (when possible without hurting business) and help his client cross those t’s, dot those i’s, and be as well protected as possible.