Drafting International Contracts

How International Contracts Are Drafted: Features and Nuances

An international contract is an agreement concluded between two or more parties located in different countries. Such agreements typically concern the sale or supply of goods, performance of work, provision of services, and similar transactions. An international contract is a fundamental document for any cross-border deal.

Drafting an international agreement requires a specific structure in the document and proper formulation of each clause. Failure to do so can lead to problems with goods delivery, fund transfers, customs clearance, and more.

Key Principles of Drafting International Contracts

When drafting international contracts, the following principles must be observed:

• The contract must respect the legal rights and interests of all parties.
• The provisions must not violate applicable laws and regulations.
• All parties’ obligations must be enforceable.
• The contract must be free of “legal traps” — ambiguous or vague wording, undefined terms, etc., which can jeopardize the deal and the planned economic project.

Requirements for the Structure of an International Contract

Every international economic contract should include specific sections. Properly detailing them ensures smooth processing by banks and government authorities.

The key sections of an international contract include:

• Contract Information: Date and place of execution.
• Preamble: Full official details of the parties involved.
• Subject of the Contract: Actions defining the type of transaction (sale, purchase, services) and the object (goods, services, work).
• Goods/Services Details: Name, category, grade, specifications, processing technology, quantities, and units of measurement, including packaging type (bags, barrels, boxes, containers, etc.).
• Delivery Terms: Transport type, location, deadlines, and other conditions.
• Price: Total cost of goods/services (unit price included), considering insurance, transportation, storage, delivery costs, etc. Parties can choose the currency.
• Payment Terms: Methods of payment and settlement procedures.
• Guarantees: Seller obligations during the warranty period, procedures for claims, warranty duration.
• Acceptance Terms: Procedures, conditions, deadlines, and required documentation for transferring goods/services.
• Packaging and Labeling: Details on packaging, labeling, and dimensions.
• Force Majeure: Description of unforeseen circumstances and the maximum period after which parties may terminate the contract due to impossibility of performance.
• Penalties: Terms for imposing sanctions to protect parties’ interests in case of non-performance.
• Dispute Resolution: Procedures and conditions for settling pre-trial and judicial disputes.
• Party Details: Complete information of each party, including legal address, location, and payment details.

You can order the drafting of international contracts from our specialists. We provide services tailored to the specifics of your transaction and legal requirements. For detailed consultation, contact our company managers.