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How to draft
a contract

Draft contracts with international business partners effortlessly using ICC Model Contracts and Clauses and the right Incoterms® rules.

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Congratulations, you have successfully taken the first steps to kick-start your global export journey and identified a viable commercial opportunity. You are now looking to transact with a customer or a supplier in a foreign market.

 

Get ready to draft, negotiate and conclude your contracts by following these steps:

 

  • Save time with ICC Model Contracts

  • Include the right clauses and terms

  • Choose the right Incoterms® rules

 

This work will be essential to your long-term success, whether you are selling goods to a foreign customer, hiring a commercial agent, entering into a franchising agreement, or choosing a distributor.

Step 1: Save time with ICC Model Contracts 

Whether negotiating a consultancy agreement abroad, cooperating on major projects or licensing a trademark, ICC Model Contracts help you get your international contracts right. Drafted by legal experts from across ICC’s worldwide network, our range of model contracts provide balanced, neutral templates for use across legal jurisdictions, empowering you to quickly establish an even-handed agreement with parties in another country.

Discover ICC Model Contracts & Learn how to use ICC Model Contracts with our video series

ICC Model Contracts for Start-ups

Start-up ventures are drivers of today’s economy and allow creators and businesspeople across the globe to share their innovative ideas with the world.

ICC Model Contract on Distributorship

Distributorship contracts are one of the most frequently used means for organising the distribution of goods in a foreign country.

ICC Model Contract – International Sale (Manufactured Goods)

An international business transaction requires a precise and detailed underlying contract. 

ICC Model Contract – Commercial Agency

Virtually every company engaged in international trade makes use of agents and therefore must face the problem of drafting an international agency agreement. 

Step 2: Include ICC Model Clauses and Agreements

Clauses and agreements in international contracts specify the commitments of each party. Omitting to include clauses could prove costly in potential disputes which is why it is important to include clauses on confidentiality, contract variation, force majeure and other key areas.

Discover ICC Model Clauses and Agreements

Force Majeure and Hardship Clauses

ICC has updated its Force Majeure and Hardship clauses to help businesses large and small draft contracts adaptable to unforeseen events such as the COVID-19 outbreak.

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ICC Model Confidentiality Agreement

Before entering a business transaction, companies of all sizes have to consider how to protect sensitive information by drafting a non-disclosure agreement.

ICC Model Anti-corruption Clause

The general aim of the Clause is to provide parties with a contractual provision that will reassure them about the integrity of their counterparts during the pre-contractual period as well as during the term of the contract and even thereafter.

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Not sure how to approach data-related clauses?

Data Management Guide for Small Business

The ICC Data Management Guide, in partnership with the University of Vienna, that can helps you address data- related topics when engaging and drafting contracts with your business partners.

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Step 3: Choose the right Incoterms® rules

A key decision to make when drafting your international sale contracts is the selection of the right Incoterms® rules, which define the responsibilities of buyers and sellers in a transaction.

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As the creator and guardian of the Incoterms® rules, ICC has made available a range of resources to help you decide which of the 11 Incoterms® 2020 rules to include in your contract.

Tools and resources to choose the right Incoterms® rules 

Incoterms® 2020 App

Get expert insights curated by ICC, the guardian of the Incoterms® rules.

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Incoterms® 2020 wallchart

Eeach Incoterms® rule in one visual.

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Globally-recognised certificates

Become an ICC-certified Incoterms® experts.

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ICC Handbook on Transport and the Incoterms® 2020 Rules

Your interactive guide to selecting the right Incoterms®2020 rule.

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