What we handle in international trade
Almost every deal today has an international element, so we treat it as a normal part of our work. We have negotiated contracts across Europe and with partners from Israel, the USA and China.
A foreign partner sends you their contract
We review the English contract, point out the governing law, where disputes will be heard and any limitation of liability, and propose changes.
You are entering into an international sales contract
We set the delivery terms under Incoterms 2020, the payment terms, retention of title and whether the contract will be governed by the CISG.
Your partner wants an NDA first
We draft or revise the non-disclosure agreement so that it protects what you actually share and carries an enforceable penalty.
You provide services abroad
We draft the master services agreement (MSA), the statements of work (SOW) and the service level agreement (SLA).
It is unclear where you would go to court
We propose the governing law and a court or arbitration so that a decision can be enforced where your partner has assets.
You are buying a company abroad
We run the transaction and the contracts in English, as in acquisitions in Germany and Turkey, and work with local lawyers in the target company's country.
How we work together
Free first consultation
At least half an hour in person in Zlín or online. We talk through the deal, the partner and what could go wrong.
The route of goods and money
We go through who pays for carriage, insurance and customs, where the risk passes and how payment is secured.
The contract and talks with your partner
We draft the contract or comments on your partner's draft in English and, where needed, negotiate with them directly.
Handover to your sales team
We explain to your sales staff what the contract means in practice and what they must not agree to in an email with the partner.
Delivery terms and risks
An Incoterms rule always needs a precisely named place and a reference to Incoterms 2020, otherwise there may be a dispute over where the risk passed.
You do not want to deal with carriage
Under EXW you make the goods available at your premises. You do not even have to load them, and the buyer handles export formalities. For exports outside the EU, FCA is usually a better fit, as you handle them yourself.
You deliver all the way to the customer
Under DAP you bear the risk up to the agreed place, and the buyer pays import duties. Under DDP you pay them.
You ship goods in a container
FOB, CFR and CIF are only for sea and inland waterway transport. For containers and lorries, FCA, CPT or CIP are a better fit.
Who insures the goods
Incoterms 2020 require insurance only under CIF, with minimum cover under the Institute Cargo Clauses (C), and under CIP, with extensive cover under clauses (A).
The goods arrive damaged
A road carrier's liability under the CMR Convention is limited by the weight of the consignment. Note visible damage on delivery and report hidden damage in writing within seven days.
When you get paid
Incoterms do not deal with the price, payment or ownership, so we agree an advance payment, a letter of credit or retention of title separately in the contract.
For sales and purchasing staff
Training for sales teams
Risks in international trade often arise not in the contract but in an email in which a salesperson agrees to different terms. That is why we train the people who deal with partners every day.
We build the training on your contracts and on situations from your business, in person at your company or online.
- Incoterms 2020 from the offer to the handover of goods
- The CISG and what applies when the contract is silent
- Carriage under the CMR and claims for damage
- How to read and comment on a contract in English
The firm in numbers
- 20 yearsof legal practice
- 180+long-term clients
- 95%of new clients come through referrals
Client logos
Frequently asked questions about international trade
Short answers to what companies ask us most often. We look at your specific contract at the first consultation.
What are Incoterms 2020 and what do they not cover?
Incoterms 2020 are the International Chamber of Commerce (ICC) rules for the delivery of goods. Eleven rules set out who arranges and pays for carriage, insurance and customs clearance, and where the risk passes. The parties are bound by them when the contract refers to them, ideally with the place and the edition, for example “FCA Zlín, seller's warehouse, Incoterms 2020”. They do not deal with the price, payment or the transfer of ownership.
What is the difference between FCA and DAP?
Under FCA the seller clears the goods for export and hands them to the carrier nominated by the buyer. On handover to the carrier the risk passes to the buyer, who pays for the main carriage. Under DAP the seller delivers the goods at its own cost and risk to the agreed place and makes them available there ready for unloading. In both cases the buyer pays import duties and taxes.
When is an international sales contract governed by the CISG?
The UN Convention on Contracts for the International Sale of Goods (CISG) applies automatically when the seller and the buyer have their places of business in two different contracting states. These include the Czech Republic, Germany, Austria, Poland, the USA and China. The United Kingdom is not one of them. Choosing Czech law does not exclude the Convention, because it forms part of Czech law. If you do not want it, you have to exclude it expressly in the contract (Article 6 CISG).
What should an NDA contain?
It should define which information is confidential, what the other party may use it for, who has access to it and how long the obligation lasts. Without a contractual penalty an NDA breach is hard to enforce, because damage is usually difficult to prove. With a foreign partner, the governing law and the place of any dispute also matter.
What is the CMR Convention and how do you claim for damaged goods?
CMR is the Convention on the Contract for the International Carriage of Goods by Road. The carrier is liable for loss of or damage to the consignment from taking it over until delivery, but only up to an amount per kilogram of gross weight (Article 23 CMR). Visible damage must be noted when the goods are taken over, and hidden damage reported in writing within seven days of delivery, not counting Sundays and public holidays. For valuable goods, insurance is therefore worth considering.
Where will we go to court with a foreign partner?
Usually where you agree in the contract. A judgment from one EU member state is enforced in the others without special recognition proceedings (the Brussels I bis Regulation). Outside the EU an arbitration clause is often the safer choice, because more than 170 states recognise arbitral awards under the New York Convention. Without an agreement, the dispute may end up in a court in your partner's country.
