Drafting International Contracts is an essential resource for anyone working in international business. The book is a straightforward, easy-to-use tool featuring all the latest trends and developments, including a summary of 25 years of meetings and discussions of the International Contracts Working Group, comprised of professional lawyers, corporate counsel, and academics. It offers a systematic analysis of the main clauses present in international contracts, providing abundant quotations of actual clauses, with critical assessments. The book fosters an understanding of how international contracts are drafted in actual practice. Published under the Transnational Publishers imprint.
Any document leaving the desk of a lawyer, company officer or, For that matter, any other person may have legal consequences. This implies a tremendous range of documents. For simplicity and acknowledging the most practical use as employed by non-native speakers, The examples used in this manual focus on the contents of documents having a commercial impact, particularly those establishing a contractual relationship. Even so, practical guidelines presented in this pocket guide, should result in all legal writing, being brief, clear and precise. That means that this product is an extremely useful tool for everyone who has to avoid dangerous legal or 'painful' consequences that result from wrong wording. For convenience, this manual is divided in three parts: Document Design - an overview of principles on the appearance of documents Documents in Plain English - a review of English punctuation and principles of good writing in respect of both general principles and those specific of legal writing Documents in practice - an overview of specific provisions in respect of agreements Finally, a specimen contract is included in the appendices to bring all of this into perspective.
Written in a deliberate and concise manner, devoid of United States colloquialisms, Drafting Contracts in Legal English: Cross-border Agreements Governed by U.S. Law is designed for classroom use as well as self-study. Teaching a strategic approach and sequential steps to drafting contracts, the text includes examples and exercises based on cross-border agreements such as distribution agreements, licensing, franchises and equipment leases. Special drafting issues in cross-border agreements are also considered: choice of language clauses, choice of forum clauses, indemnification provisions, force majeure clauses, counterpart clauses, international alternative dispute resolution clauses, and the choice to opt in or out of the CISG. By providing appropriate explanations of United States law, the text increases student comprehension as suggested drafting approaches are placed in legal context. This unique guide discusses the purpose of and provides drafting tips for contract parts, contract organization and formatting, basic contract provisions, letters of intent, and the craft of reviewing and revising contracts. End-of-chapter exercises test overall comprehension and apply drafting concepts presented in the chapter. To increase the non-native speakers lexical range, vocabulary is derived from a statistical analysis of thousands of authentic contracts. To help with contract sentence structures that are challenging for non-native speakers, syntax structures are based on comparison to databases with authentic contracts. A glossary of contract terms is based on frequency counts from thousands of authentic contracts and usage in text, contextualized and cross-referenced with most common collocations.
The rules of treaty interpretation codified in the 'Vienna Convention on the Law of Treaties' now apply to virtually all treaties, in an international context as well as within national legal systems, where treaties have an impact on a large and growing range of matters. The rules of treaty interpretation differ somewhat from typical rules for interpreting legal instruments and legislation within national legal systems. Lawyers, administrators, diplomats, and officials at international organisations are increasingly likely to encounter issues of treaty interpretation which require not only knowledge of the relevant rules of interpretation, but also how these rules have been, and are to be, applied in practice. Since the codified rules of treaty interpretation came into decree, there is a considerable body of case-law on their application. This case-law, combined with the history and analysis of the rules of treaty interpretation, provides a basis for understanding this most important task in the application of treaties internationally and within national systems of law. Any lawyer who ever has to consider international matters, and increasingly any lawyer whose work involves domestic legislation with any international connection, is at risk nowadays of encountering a treaty provision which requires interpretation, whether the treaty provision is explicitly in issue or is the source of the relevant domestic legislation. This fully updated new edition features case law from a broader range of jurisdictions, and an account of the work of the International Law Commission in its relation to interpretative declarations. This book provides a guide to interpreting treaties properly in accordance with the modern rules.
Aims to provide a useful analytical tool and practical guidance on good treaty practice. It will be of interest to those working with treaties and treaty procedures in governments, international organisations, and legal practice, as well as legal academics and students wishing to gain insight into the realities of treaty practice.
Drafting an international contract can be a risky business. Yet with the increasing globalization of markets, these cross-border contracts are becoming a common practice for most traders, as well as for the lawyers assisting them. At the same time, international contracts remain a difficult and mysterious subject for business people as well as their lawyers. In his new book, Drafting and Negotiating International Commercial Contracts, Professor Fabio Bortolotti, a world-renowned expert on contract law, clarifies the issues surrounding these contracts and provides solutions to the thorny problems they raise: choice of the applicable law choice of jurisdiction international arbitration the use of more international drafting techniques hardship, force majeure and liquidated damages As an added feature, this volume provides insights into the basic requirements of a well-drafted contract and analyzes in depth the negotiating process. It concludes with incisive commentary on the model contracts developed by the International Chamber of Commerce. Lawyers and other legal professionals will find in these pages the tools they need to ensure their contracts meet the requirements of a globalized world.
For well over a decade, this prized guide has served practitioners handling the legal ramifications of international contracting projects. The fifth edition expands on issues discussed in the earlier one, along with new topics that continue to redefine the researching, drafting, and execution of international contracts. All the invaluable features of earlier editions are of course still here, including analysis of key contract issues unique to various types of contracting, common contract clauses, contract checklists, insights gleaned from actual cases and arbitral proceedings, and clear explanation of the principles of good contract drafting. The major relevant international conventions, model laws, pertinent national laws, legal guides, and other documents and instruments are all covered, with primary texts provided in the appendices. Some of the new issues and topics covered include: new potential causes of force majeure and hardship (pandemics and BREXIT); review of Incoterms 2020; new clauses covered (anti-slavery, exclusion, interpretation, no-waiver, sub-contracting, sustainability clauses, among others); rise of new international commercial courts; legaltech, smart contracts, and artificial intelligence; ethics; implementation of technology in legal practice; enforceability of penalty clauses; Internet sales and agency contracts; long-term contracts and goodwill compensation; data protection and the General Data Protection Regulation (GDPR); alliance, collaboration, and cooperation agreements; noncompete and nonsolicitation clauses; e-mail disclaimers; and separation and release agreements. The book acts as a single-volume reference in the negotiating and drafting of international contracts and offers expert insights regarding the reasonableness of many contract clauses and the likelihood of their enforcement in a foreign jurisdiction. An adroit combination of contract theory and contract practice, the book continues to provide guidance to law practitioners and students alike. “International Contracting is an excellent single volume reference that highlights the different issues relating to a variety of contracts. I recommend it to drafting attorneys writing domestic as well as transborder contracts.” – Christopher E. Howard (complex commercial transactions and development projects), Managing Partner, Pierce Atwood LLP, Portland, Maine “The latest edition of Professor DiMatteo's International Contracting constitutes a broad yet detailed coverage of international contract law and laws, as well as international practice. It drills down into the level of detail that supplies invaluable practical guidance of the sort not to be found in other publications.” – Professor Michael G. Bridge, London School of Economics “International Contracting is an ideal source for practitioners whether of the civil or common law. It also provides a concise review of international contracting issues and practices for the scholar and student interested in this area of law. I highly recommend it as a general resource on the topic.” – Michel Cannarsa, Dean & Professor, Lyon Catholic University
The focus of this manual is not what provisions to include in a given contract, but instead how to express those provisions in prose that is free ofthe problems that often afflict contracts.
