UK companies entering the US market often rely on familiar contract language, assuming that English legal principles will apply with minor adjustments. This assumption frequently leads to risk because US commercial contracts operate within a very different legal framework. American courts place far greater emphasis on the precise wording of an agreement and are less willing to rely on implied terms or established commercial norms. As a result, clauses that feel routine under English law can behave in unexpected and sometimes costly ways once subject to US state law.
