“Without Regard to Principles of Conflict of Laws”
It is common to see some variation of the phrase “without regard to conflict of laws principles” appear at the end of a choice-of-law clause. Here are some examples:
“This Agreement shall be governed by and construed in accordance with the laws of the Republic of China, without regard to its principles concerning conflicts of laws.”
“This Agreement and all acts and transactions pursuant hereto and the rights and obligations of the parties hereto shall be governed, construed and interpreted in accordance with the laws of the State of Delaware, without giving effect to principles of conflicts of law.”
“This Note is being delivered in and shall be construed in accordance with the laws of the State of New York, without regard to the conflict of laws provisions thereof.”
Although this phrase is common, its purpose and origin are poorly understood. In 2020, I published an article, A Short History of the Choice of Law Clause, that attempted to demystify these issues.
