Catégories
Contrat international International

International commercial agreement

International commercial agreement

Definition

A contractual relationship presenting an international dimension.

Criteria generally taken into account to characterize an international contract:

  • nationality and/or residence of the parties;
  • language and place of conclusion of the contract;
  • subject matter of the agreement.
Definition of an international agreement: criteria.
Definition of an international agreement: the main criteria is the subject matter of the agreement (it shall have an international dimension, relate to international matters).

Legal regime

Contractual freedom is greater than in the internal order and the choice of the parties is decisive. The contract must nevertheless respect the international public order of each State in which it is likely to be performed or to produce effects.

International agreement: governing law and competent courts.

Law governing the contract

The parties may choose:

  • to make the contract subject to the law of a State connected with the contract;
  • to subject the contract to the law of a State which has no connection with the contract;
  • to subject the contract to certain State rules or to certain freely defined international conventions;
  • to free the contract from all state rules, with the exception of mandatory rules (so-called autonomous or lawless contract).

Competent courts

The parties may choose:

  • to confer exclusive jurisdiction on the courts of a State;
  • to confer non-exclusive jurisdiction on the courts of one or more defined States;
  • to resort to institutional or ad hoc arbitration.

The parties may, for the same international contract, combine any of the choices of law governing the contract with any of the choices concerning the competent courts.

Drafting an international contract

Drafting an international contract is tricky. In order to ensure its validity, lawfulness and effectiveness, legal analyses should be carried out with regard to each legal order in which the contract is likely to be performed or to produce effects.

It is essential to carefully define the various clauses and in particular the applicable law and the competent courts, to secure the contractual relationship as much as possible.


+ Read:


INTERNATIONAL LAW: COURSE PROGRAM

PART 1 – LEGAL AND INSTITUTIONAL FRAMEWORK OF INTERNATIONAL TRADE

PART 2 – INTERNATIONAL COMMERCIAL AGREEMENT

PRACTICAL CASE: negotiating and drafting an international business agreement


Par Franck BEAUDOIN, Avocat

Avocat, président et fondateur de la société d’avocats FB JURIS, directeur de la publication des sites juridiques droit.co et idroit.co.

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