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An international business transaction requires a precise and detailed underlying contract. However, it can be expensive and time-consuming to draft such a contract oneself. The International Chamber of Commerce, the world business organization, has responded to the market’s need for a reliable and equitable model with the ICC Model International Sale Contract, which provides a solution in presenting a set of clear and concise standard contractual conditions for the most basic international trade agreement.
Although this Model is denominated a ‘sale’ contract, it is equally appropriate for use by buyers as it balances the interests of exporters (sellers) and importers (buyers).It may thus also be used for a so-called ‘purchase’ agreement.
The model contract is divided into two parts: Specific Conditions, which allow the parties to use the Model directly by filling in the blanks in the form; and General Conditions, which provide a platform of standard legal terms and thus a reference tool for contract drafting or negotiation. These General Conditions may be used together with the Specific Conditions, or independently.
The print version of the Model includes a USB key presenting the text of the contract in a user friendly and fully editable format, allowing you to adapt the contract to your specific needs.
If you purchase the digital version (eBook), instead of supplying a USB key we have included a link on the copyright page of the Model so you can download the word version directly and save and edit as needed.
1. General characteristics
2. Scope of application
3. Applicable law
4. Modifications to be evidenced in writing
5. Shipment and Delivery Conditions
6. Time of delivery
7. Payment conditions
8. Documents to be provided by the seller
9. Retention of title
10. Warranty to consumers
11. Inspection and examination
12. Infrigement of intellectual property rights as elemnt of conformity
13. Limitations of liability
14. Avoidance of contract by the buyer in case of breach
15. Force majeure
16. Resolution of disputes
Model form ICC International Sale Contract
Annex 1 Specimen model form – ICC International Sale Contract
Annex 2 Incoterms(R) 2020, explanatory notes
Annex 3 United Nations Convention on contracts for the international sale of goods
ICC at a glance