Full Description
when planning, negotiating and writing international commercial agreements, it is important to know exactly what essential issues need to be addressed. What considerations do you need to take into account when planning an agreement? What writing techniques will ensure that your contract is suited to your needs? What provisions should you include in such a contract? Michala Meiselles answers these questions in an easy-to-use, clear and concise fashion, combining the most up-to-date material on the subject and an understanding of the learning needs of those approaching this subject for the first time. Whether you're a business manager, lawyer or student, this is your go-to guide to find out drafting commercial agreements.
Contents
Dedication; Acknowledgements; Table of Cases; Table of Statutes; Preface; Guide to the Book; 1. Planning an International Commercial Agreement; Index; Overview of chapter; Abbreviations; Glossary; General planning concerns; I. Form of international commercial agreements; II. Subject matter of the contract; III. Parties contracting; IV. Trade barriers; V. Implied terms; Planning for dispute resolution; VI. Adaption of the contract; VII. Renegotiation of terms; VIII. Dispute resolution; IX. Researching local law; Entry strategies; X. Available entry strategies; Summary; Useful links; Further reading; 2. Drafting an International Commercial Agreement; Index; Overview of chapter; Glossary; I. Freedom of contract; II. Legality; III. International instruments; IV. Dispute resolution; V. Choice of law in international agreements; VI. Requirements relating to the form of the contract; VII. Missing or vague terms; VIII. Defined terms; IX. Language of contract; X. Checklist of provisions; XI. Structure; XII. Front of the contract; XIII. Body of the contract; XIV. Boilerplate clauses; XV. Back of the contract; Summary; Useful links; Further reading; 3. International Sales Agreement; Index; Overview of chapter; Glossary; I. The law applicable to the sales agreement; II. International law applicable to international sales of goods; III. English law governing international sales of goods; IV. Trade terms; V. Incoterms®; VI. Trade terms under English law; VII. Checklist of provisions; VIII. Front of the contract; IX. Body of the contract; X. Boilerplate clauses; XI. Back of the contract; Summary; Useful links; Further reading; 4. International Distribution Agreement; Index; Overview of chapter; Glossary; I. Vertical integration; II. The set up in a distribution relationship; III. Strategies when working with a distributor; IV. The relationship between the principal and distributor; V. Choosing between a traditional buyer and distributor; VI. Choosing between an agent and distributor; VII. The law governing international distribution agreements; VIII. Choice of law under European Union law; IX. European competition law and the treatment on distribution and agency agreements; X. Motives and concerns of distributor; XI. Motives and concerns of principal; XII. Distribution agreement and sales agreement; XIII. Checklist of provisions; XIV. Front of the contract; XV. Body of the contract; XVI. Boilerplate clauses; XVII. Back of the contract; General provisions; Summary; Useful links; Further reading; 5. International Agency Agreement; Index; Overview of chapter; Glossary; I. Agency arrangements - When and why?; II. Fundamentals of agency law; III. Common types of agency relationships; IV. The sources of law governing the agency relationship; V. Governing law under European Union law; VI. Formation of the agency agreement; VII. Creation of an agency relationship; VIII. Consequences of agency; IX. Termination of the agency agreement; X. Liability of the principal to the third party; XI. Disclosed and undisclosed agency; XII. Civil law contrasted with common law; XIII. Concerns of the principal; XIV. Concerns of the agent; XV. Third party's concerns; XVI. Agency agreements under EU law; XVII. Agency law and international instruments; XVIII. Checklist of provisions; XIX. Front of the contract; XX. Body of the contract; XXI. Boilerplate clauses and back of contract; Summary; Useful links; Further reading; 6. International Licensing Agreement; Index; Overview of chapter; Glossary; I. Intellectual property defined; II. Intellectual property law defined; III. The role of intellectual property law; IV. The role of intellectual property; V. The concerns of the different actors; VI. Characteristics of IPR; VII. Main categories of IPRs; VIII. The role of international licensing agreements; IX. Role of licensing; X. General format of a licensing agreement; XI. Main categories of international licensing agreements; XII. Licensing of a patent; XIII. Licensing a trade mark; XIV. Licensing a copyright; XX. Technology transfer agreement; XXI. Franchising; XXII. Principal's benefits under a licensing agreement; XXIII. Licensee's benefits under a licensing agreement; XXIV. Principal's concerns; XXV. Licensee's concerns; XXVI. Governing law under European Union law; XXVII. Checklist of provisions; XXVIII. Front of the contract; XXIX. Body of the contract; XXX. Boilerplate clauses; XXXI. Back of the contract; Summary; Useful links; Further reading; 7. International Instruments governing International Commercial Agreements; Index; Overview of chapter; Glossary; I. Introduction; II. UNIDROIT Principles and PECL; III. CISG; IV. Draft Common Frame of Reference (DCFR) and Common European Sales Law (CESL); Useful links; Further reading.
