Contractualinternational istics for Ukraine.

The intensification of Italian/Ukrainian relations in the commercial field and, equally with it, the increase

consequential nature of the disputes, has meant that our firm has developed a proven system

aimed at the contracts in question.   

Phases:

1) Due diligence (commercial investigations). QThis phase is fundamental. Have a real overview

of the other contractual party in Ukraine is decisive, also to avoid future expenses. 

2) following preliminary negotiations with the help of native speakers and Italian/Ukrainian translators:

preliminary agreement and letters of intent between the parties regarding the deal to be concluded.

Specifically, conditions, terms and ways of giving and taking;

3) approval letters issued by the purchasing party's financial institution, if necessary;

4) decision on the clauses to be included in the contract for foreseeable and unforeseeable cases,

including any guarantees;

5) stipulation of the contract in a legal regime appropriate to the case, in two languages.

Sectors: 

• Sales or purchase contract in Ukraine

• Commercial agency contract in Ukraine

• Distribution contract in Ukraine

• Franchise agreement in Ukraine

• Supply contract in Ukraine

• Commission contract in Ukraine

• Counter trade contract in Ukraine

• Procurement mediation contract in Ukraine

• Trademark licensing agreement in Ukraine

• Patent licensing agreement in Ukraine

• Copyright Licensing Agreement in Ukraine

• Partnership contract in Ukraine

• Joint venture contract in Ukraine

• Consulting contract in Ukraine

• Advertising contract in Ukraine

• Commercial lease agreement in Ukraine

• Confidentiality and non-competition agreement in Ukraine

• Shareholders' agreement in Ukraine

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In detail: the International Contract, as it has been defined by the doctrine, is the agreement

with legal patrimonial purposes between two or more parties belonging to different countries. With it arises u

n legal relationship between subjects belonging to different legislative systems and legal systems

civil and common law. It should be highlighted that an agreement between can also be international

two subjects belonging to the same country but which produces its effects also or only in one country

foreign, as happens for example in the case of distribution, procurement and service contracts.

In phaseswhich are generally referred to as pre-contractual negotiations must be taken into account 

account of the tax and customs regulations of the countries of the subjects involved, their needs and potential

of the market. The so-called information confidentiality agreements are put in place

"confidentiality agreement" or "N.C.N.D.A.", which have the aim of protecting all those

information that the parties and intermediaries exchange during the business relationship.

Usually this term is three, five or ten years old and is accompanied at the same time

from the provision of sanctions for the hypothesis in which the parties or one of them do not comply with it.

Once the conditions of guarantee  the most widespread document in the trade is drawn up

international, the  so-called letter of Intent (Letter of Intent) which is exchanged between the parties

to establish the essential terms of contract that you intend to stipulate. It, despite not being

binding, it has the function of avoiding  and prevent, for as much as possible, behaviors

not transparent and unfair between the contracting parties during the delicate phase of negotiations.

The first ones are already starting to appear at this stage

data to evaluate the effective will of the party who has shown interest in the operation

to reach a positive  conclusion of the same.

In the next phase, when a general agreement has been reached on the main conditions

of the contract to be implemented, the "letters of approval" are transmitted, generally issued by credit institutions which declare the solidity and ability of a specific entity to fulfill the services it intends to contract. This statement is only ever a statement about the subject's potential to perform. In other cases, bank guarantees or insurance policies relating to the entire operation are requested directly. This highlights the importance of the role of banking institutions in international operations.

Furthermore, the contracts must be drawn up in the English language and in the language of origin of the parties with the provision that in cases where it is necessary to adopt interpretative criteria of the contractual clauses, the English language will be taken into consideration, which is usually adopted at an international level and must be well known by those in charge of drafting the documents. 

The conclusion phaseof the international contract therefore occurs with the meeting of the proposal of one party and the acceptance of the other. It should be highlighted that according to the doctrine the moment in which this meeting takes place and the contract is finalized is different depending on the legal system. In the community legal system, for example, the act produces its effects when it becomes known to the recipient or, in any case, when the recipient begins the performance of the services contained therein. While in Common Law countries, the contract is valid even when the proposer receives an acceptance whose content partially does not conform to the proposal. 

International contracts can often be subject to the application of multiple laws and this is likely to result in conflicts between them, such as regarding the determination of the jurisdiction of the judge of the State of one rather than the other party. 

Also of significant importance is the question relating to the instrument with which any disputes between the parties will be resolved through recourse to ordinary judgment or international arbitration. 

The form of the international contract is another aspect of great importance, it must be written only if expressly required by law. This means that in all cases where this condition is not foreseen, even a verbal agreement has full binding effect between the parties. In addition to the aforementioned aspects, the international contract must regulate other essential aspects which can be summarized as follows: premises; data of the parties and intermediaries; the commissions due to the latter; the entry into force of the agreement; description of the performance of each party; the payment currency; the identification of possible cases of non-compliance; restrictive clauses or clauses that exempt force majeure and hardship from liability, remedies available to the compliant party, liquidated damages, may good, performance bonds as well as the dispute resolution tools of arbitration or ordinary judgment and of course the consideration and attachments.

The most common types of guarantees are sureties and bid bonds.

To conclude, international contracts are very particular and require a lot of attention from operators in the sector both as regards agreements and as regards tax and judicial legislation.

To summarize: the Firm regarding what has been stated on the point  of international contracts, has a broad knowledge of the relevant law in Ukraine and is authorized in Ukraine and Europe to exercise all the rights of clients before all courts and courts of appeal in both areas. If necessary, the firm can present requests, appeals, produce documents and certificates, validate registers, register individuals, partnerships and applications.  The Firm also has the right to extract, forward and request certificates and copies on the socioeconomic status of any public or private entity.  

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The firm boasts specific experience in the international contracts sector. As a corollary, it appears advisable to read of the specific page regarding commercial anti-fraud in Ukraine.

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