Course overview
A purchase order that works cleanly between two companies in the same country behaves very differently once the goods, the money, and the parties sit in separate legal systems. Delivery terms, the passing of risk, the currency of payment, and the court that will hear a dispute all become negotiated choices instead of local defaults. This course treats the international supply contract as an instrument of law first and a commercial arrangement second, teaching buyers, sellers, and their advisers to read the clauses that decide who bears the loss when a shipment is seized, a supplier fails, or a payment is refused.
The material stays deliberately close to the documents. Participants work through the trade terms that allocate cost and risk under Incoterms 2020, the rules that govern the sale itself under the UN Convention on Contracts for the International Sale of Goods, and the choice-of-law, jurisdiction, and arbitration clauses that determine where and how a claim is decided. Alongside that sits the harder judgment of pricing risk into a contract, which is the province of the sibling contractual risk analysis and mitigation course; here the focus is the legal architecture that makes those risks enforceable or not.
Why this field matters now
Supply networks now span more borders, more intermediaries, and more regulators than the contracts written to govern them often anticipate. A single container can move under one country's export controls, another's customs regime, and a financing arrangement documented by a letter of credit issued in a third. When something breaks, the cost of a poorly drafted governing-law or force majeure clause is measured in stalled cargo, frozen payments, and disputes that outlast the commercial relationship.
Regulatory exposure has sharpened the stakes. Anti-corruption statutes such as the US Foreign Corrupt Practices Act and the UK Bribery Act reach conduct far outside their home borders, and ESG and modern-slavery expectations increasingly appear as binding contract terms rather than voluntary policy. The people who negotiate and manage these agreements need to understand the legal frameworks behind the wording, not just the commercial headline.
Course objectives
By the end of the course, participants will be able to:
- Distinguish which law governs a sale when sources conflict.
- Specify the right Incoterms 2020 rule among all eleven options.
- Judge when the CISG governs a sale or a national law applies.
- Draft forum clauses that anticipate mandatory local overrides.
- Structure disruption clauses that a tribunal will actually enforce.
- Negotiate anti-corruption, ESG, and modern-slavery duties into deals.
- Read why a letter of credit stays independent of the sale.
- Resolve whether a supply dispute proceeds by arbitration or court.
- Uphold a foreign award where local courts resist recognition.
Course outline
Unit 1: The cross-border supply contract and its legal terrain
- Risk, currency, and law differences in cross-border sales.
- The hierarchy of sources: wording, CISG, and trade usage.
- Common failure points in cross-border supply contracts.
- Mapping the parties, intermediaries, and jurisdictions.
Unit 2: Incoterms 2020 and the passing of risk
- The eleven Incoterms 2020 rules across two term families.
- The moment risk passes from seller to buyer under each rule.
- Carriage, insurance, customs, and clearance allocation.
- Common mismatches between the Incoterm and shipping terms.
Unit 3: The CISG and the governing law of the sale
- Scope of the CISG: contracts it reaches and excludes.
- Formation, conformity, and remedies under the CISG.
- Drafting an opt-out and a replacement national law.
- Choice-of-law clauses against overriding mandatory rules.
Unit 4: Force majeure, hardship, and disruption
- Distinguishing force majeure from hardship and difficulty.
- Drafting trigger events, notice duties, and consequences.
- Suspension, price adjustment, and termination remedies.
- A guided walkthrough of tribunal rulings on force majeure.
Unit 5: Anti-corruption, ESG, and modern-slavery clauses
- Extraterritorial reach of the FCPA and UK Bribery Act.
- Drafting anti-bribery representations and audit rights.
- ESG and modern-slavery clauses with binding commitments.
- Allocating diligence duties, not public-sector tender rules.
Unit 6: Payment security and letters of credit
- Letter of credit payment relies on documents, not goods.
- The independence principle and the narrow exceptions to it.
- Linking payment triggers to delivery and conformity.
- Payment-security options across jurisdictions and routes.
Unit 7: Choosing and running dispute resolution
- Litigation versus arbitration for cross-border claims.
- Institutional choices among ICC, UNCITRAL, and LCIA rules.
- Drafting the seat, language, and number of arbitrators.
- New York Convention grounds to refuse recognition.
How the course is delivered
The course unfolds through clause-by-clause reviews of sample cross-border contracts, moderated analysis of documented disputes, and comparison tasks across worked jurisdictions, so that every principle is anchored to wording participants can see on the page. Sessions move between the text of a clause, the legal framework behind it, and the commercial consequence of getting it wrong, with the instructor guiding discussion of how real tribunals have read similar language. The course explains legal concepts for educational purposes only and is not a substitute for advice from a qualified lawyer in the relevant jurisdiction.
Who should attend
Those who benefit most are the people who negotiate, draft, or manage international supply agreements and need to understand the law working beneath the commercial terms.
- Procurement and supply chain managers responsible for cross-border supplier contracts.
- In-house counsel and compliance officers supporting international sourcing.
- Contract managers and commercial negotiators handling import and export deals.
- Trade finance, logistics, and operations staff who work with delivery and payment terms.
- Executives accountable for legal risk across a global supplier base.
About EuroQuest International Training
For close to a decade, EuroQuest International Training has taught professionals who operate across borders, with more than 15,000 learners served through in excess of 1,000 courses. Head-quartered in Bratislava, Slovakia and founded in 2015, it builds each course from the real documents and decisions participants meet at work. The same instruction reaches Geneva, London, Dubai, Istanbul, Amsterdam, Paris, Vienna, and Singapore, bringing a consistent standard to leading commercial centers.
Frequently asked questions
Do delegates get certified on this course?
Delegates receive a EuroQuest International Training Certificate of Completion. This documents the training undertaken and is not a legal qualification; the right to practise law comes only from the relevant examining body or bar. It records that you completed a recognized course in cross-border supply contract law and can support your professional development record.
Do I need to be a lawyer to benefit?
No. The course is built for procurement, commercial, and compliance professionals as much as for lawyers. Because the teaching works through sample contracts and documented cases in plain terms, you do not need a legal background to follow it; what you gain is the confidence to read the clauses that matter and to know when a question genuinely needs qualified legal advice.
Which international frameworks does the course reference?
The course draws on Incoterms 2020 for trade terms, the UN Convention on Contracts for the International Sale of Goods for the law of the sale, and the arbitration rules of the ICC, UNCITRAL, and the LCIA for dispute resolution. It also covers choice-of-law and jurisdiction clauses, force majeure and hardship provisions, letters of credit, and the anti-corruption reach of the FCPA and the UK Bribery Act, together with ESG and modern-slavery contract clauses.
Related courses
These companion courses extend the same themes:
- Government Contracts and Procurement Law
- Project Procurement and Contract Management
- Environmental Sustainability in Supply Chains
- Supplier Evaluation and Effective Contract Negotiation
Register for this course
Claim your seat to turn cross-border supply contracts from a source of legal uncertainty into an instrument you can negotiate and manage with authority, from Incoterms and the CISG through to arbitration and enforcement. Register to manage global contracts with fewer legal surprises.
All Course Dates & Locations
28 dates · 14 cities · Oct 2026 – Jul 2027