ABSTRACT

Although legal assistance is certainly necessary for the drafting of contracts, it should be pointed out that the hard commercial negotiations should be allowed to be done by the non-lawyer members of a team. The lawyer's function is to study the terms the other members of the team would like to include and clarify the legal implications of those terms and conditions to the parties. The notion that the legal systems of the British Commonwealth of Nations were largely influenced by the English common law seems to have contributed to this practice. The choice of a national jurisdiction and a national law as the governing law of an international commercial contract has its own problems; their applicability may be questioned by a party. In the case of syndicated loan agreements, the current practice is to choose the jurisdiction and the governing law of the country in which the loan has been arranged.