Across Borders and Barriers: How Culture Shapes the Law in International Legal Negotiations

The idea for “Across Borders and Barriers: Insights Into International Legal Negotiations” was born from years of observing what too often goes unsaid in cross-border legal practice: that most of the difficulty lies not in the law, but in the culture behind it. Hoping to shed light on these invisible dynamics, I proposed a panel at Columbia Law School to explore how culturally grounded legal assumptions affect international deals and disputes.

I was fortunate to organize it in partnership with my friend and JAMS colleague Jeff Senger, who teaches negotiation at Columbia and was instrumental in securing the school’s collaboration with JAMS. Together, we brought to campus four extraordinary professionals with firsthand experience negotiating across borders—and across mindsets.

Held on April 10, 2025, the session turned out to be far more than an academic exercise. It became a mirror for global legal practice today. From Milan to Dubai, from Shanghai to Melbourne, what emerged from the stories shared was a shared truth: Legal systems are not culturally neutral—and the most powerful legal tool may well be cultural fluency.

Legal Words, Foreign Worlds: A Framework for Cross-System Negotiation

Pietro Galizzi, general counsel of Eni Plenitude, opened the discussion with a stark reminder: “The same words live in different legal universes once you cross the common law/civil law border.” His message underscored how seemingly universal concepts—good faith, fiduciary duty, exclusivity—can mutate across legal cultures.

Galizzi advocated for what he called the “governing law lens.” Before signing term sheets or memoranda of understanding, he suggested adding a “translation table” to clarify how key concepts operate under the chosen law. For instance, a U.S. company might view “good faith” as a soft obligation limited to contract performance, whereas a civil law partner might assume it applies from the outset of negotiations. These misunderstandings do not merely slow deals—they may metastasize into litigation.

His checklist for cross-border contracts reads like a road map to avoid future conflict:

• Define “exclusivity” clearly.
• Pre-agree on discovery protocols—even in arbitration.
• Budget for comparative law expertise.
• Draft contracts with dual readability (e.g., plain-English summaries for civil law parties).

His final piece of advice? Use settlement leverage early. When the opposing party faces exposure in an unfamiliar legal environment, that is often the most fertile moment for resolution.

When Legal Cultures Collide: A Co-Moderator’s Insight

Co-moderator Senger, drawing from his years as acting general counsel of the U.S. Food and Drug Administration (FDA) and at the U.S. Department of Justice, offered a reflective counterpoint to Galizzi’s narrative. He recounted representing a Japanese client in arbitration who had never experienced litigation before—a stark contrast to U.S. legal culture. With no shared language and little common ground, progress began only when he referenced a beloved 1980s sumo champion, lighting up the client’s face and bridging a human gap. “It’s funny the things that can work across cultural barriers,” Senger said.

Senger also emphasized the cultural and procedural chasm around discovery. In the U.S., discovery often consumes the bulk of litigation costs. In many civil law systems, disclosure is minimal and covers only documents introduced at trial. “You have to design the process even more carefully,” he advised, recommending tools such as the IBA Rules on the Taking of Evidence in International Arbitration to define expectations early. His core message: Never assume your counterpart understands your legal system—explain it before it becomes a point of friction.

Legal Systems as Cultural Code: When Law Isn’t Just Law

Alexander Galanos of Vesparum Capital (an Affinda Group company) shifted the focus from litigation avoidance to pre-contractual deal optimization. He shared how cultural knowledge and sensitivity to data rights, IP ownership and control, and contract language—particularly in SaaS and technology deals—can both prevent disputes and enhance value.

For example, the phrase “any and all data” may be a red flag in many civil law jurisdictions, where data is viewed not just as ordinary property, but as something legally and emotionally protected. Offering tiered pricing or usage-limited rights, Galanos noted, is not just a legal concession—it is a commercial strategy.

His core insight: “Price flexibility, not just functionality.” In a world where law, compliance and customer perception intersect, cultural attunement becomes a source of commercial advantage.

The Human Factor: Ego, Face and Internal Alignment

Meg Utterback, a partner at King & Wood Mallesons, brought deeply personal and instructive reflections. She told three vivid stories from global deals that fell apart not due to law, but due to pride, cultural missteps or internal dysfunction.

In one case, negotiations over an infrastructure project dispute between a European company and a Chinese company fell apart after the client GC insisted on a “scorched earth” negotiation strategy. Though the terms were won on paper, the Chinese party walked away humiliated. Arbitration followed. The final outcome was far worse than the original offer.

In another case, an American mediator’s direct, “reality testing” style offended a Chinese party, who viewed it as aggressive and disrespectful. The mediation collapsed within hours.

In a third, the failure was internal: A misaligned client team issued contradictory instructions, leading to confusion and collapse.

The lesson: A skilled negotiator must manage not only the counterparty, but also their own side.

Structural Creativity as a Cultural Bridge

Dr. Ehab Elsonbaty, a partner at DLA Piper in New York and chair of the firm’s US-Middle East Initiative, shared two examples of legal design serving as diplomacy.

In one, a U.S. tech firm wanted 51% control in a joint venture in the Gulf. Local law required 50/50. Instead of insisting on dominance, the parties designed a governance model with rotating chairs, IP licensing vetoes and neutral arbitration—preserving legal balance without undermining cultural norms. Cultural access was crucial to build trust.

In another, a GCC family office softened its investment terms in a U.S. biotech firm, easing U.S. concerns about foreign control and CFIUS review. Over a dinner—where trust was built—the deal came together.

Elsonbaty’s message: Structure is not a formality. It is a form of cultural recognition.

The Strategic—and Ethical—Case for Mediation

As the discussion unfolded, one overarching insight became clear: Perhaps the most effective way to overcome cultural and systemic barriers in international negotiations is to engage culturally fluent mediators.

In cross-border deals, parties are often navigating not only divergent business goals, but also entirely different worldviews. Legal assumptions, negotiation etiquette and even the concept of “good faith” may differ fundamentally. In such cases, attempting to bridge gaps without the help of someone trained to navigate both the legal and cultural terrain carries enormous risk.

As I have argued elsewhere, failing to recommend mediation in these contexts is more than a missed opportunity—it may soon become unsustainable for clients, given what is at stake if negotiations fail. And for lawyers, suggesting culturally appropriate mediation is rapidly becoming a professional and ethical obligation: a duty to propose the process most likely to result in agreement, not just escalation.

Nine Lessons From the Columbia/JAMS Negotiation Program

The session distilled nine core takeaways for global counsel and their clients:

1. Lead with the legal lens—but translate it.
   Don’t assume alignment on terms such as “best efforts” or “fiduciary duty.” Translate.
2. Map regulatory fault lines early.
   The GDPR, CFIUS and ownership rules can derail a deal if surfaced too late.
3. Price flexibility, not just control.
   Use fees, phased terms or tiered structures to balance value and risk.
4. Cultivate cultural empathy—inside and out.
   Saving face often matters more than saving points. Respect the human side.
5. Engineer governance as risk insurance.
   Shared control, veto rights and neutral venues protect both sides.
6. Manage the paper trail and the people.
   Discovery risks can be mitigated with process discipline and training.
7. Align your own side before you bargain.
   Disunity within a client team is as lethal as a bad-faith counterparty.
8. Seize early settlement windows.
   Early leverage is the best leverage. Don’t wait for litigation to loom.
9. Adopt a mediation mindset.
   Culturally attuned mediation is not optional—it may actually be the most rational path forward.

Conclusion: Beyond Borders

What made the Columbia session unforgettable was its candor. These were not theoretical presentations; they were hard-earned reflections from the front lines of international legal practice.

The event reminded us that the most powerful tools in global negotiation aren’t always legal doctrines—they are humility, adaptability and cultural literacy.

In the end, the winning move is not to push harder. It is to redesign the deal—legally, structurally and culturally—so that both sides can say yes without losing what matters most. That’s the art of international legal negotiation.

And at Columbia, for 75 minutes, the world’s legal cultures found a shared table.