ICC Digital Library

Incoterms® and Commercial Contracts

ICC Model Contracts

ICC model contracts and clauses aim to provide a sound legal basis upon which parties to international contracts can quickly establish an even-handed agreement acceptable to both sides.

The contracts are the products of some of the finest legal minds in the field of international commercial law. They are constructed to protect the interests of all the parties, combining a single framework of rules with flexible provisions allowing the parties to insert their own requirements.

List of Model Contracts

ICC model contracts and clauses



ICC Model International Sale Contract

2020  811E

The ICC Model International Sale Contract is a time-saving guide for traders, importers, lawyers and all parties involved in these important international transactions.

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ICC Model Commercial Agency Contract

2015  766E

The ICC Model Contract on Commercial Agency is for parties negotiating agency agreements abroad who face a major difficulty: the lack of uniform rules.

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ICC Model International Franchising Contract

2011  712E

To take into account latest developments across the world, ICC's experts have now updated the successful ICC Model International Franchising Contract.

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ICC Model Distributorship Contract

2008  673

Distributorship contracts are one of the most frequently used means for organizing the distribution of goods in a foreign country.

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ICC Model Mergers & Acquisitions Contract

2004  656

M & A agreements cover a variety of contracts to transfer businesses or companies. This share purchase agreement becomes extremely useful in any situation where the entire issued share capital of a company or business is acquired by another.

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ICC Model International Trademark License

2008  673

ICC Model International Trademark License addresses the situation where the owner of a well-known trademark licenses the trademark to a company which will use it with respect to products not manufactured or sold by the licensor.

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ICC Model Selective Distributorship Contract

2004  657E

The ICC Model Contract "Selective Distribution" is intended for the marketing of products through a network of qualified retailers. Selective distribution agreements allow the exporter to better control the way its products are marketed by creating a direct link between the exporter and the retailers who sell its products to the final consumer.

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ICC Model Confidentiality Agreement

2016  774E

Before entering a business transaction, companies of all sizes have to consider how to protect sensitive information by drafting a non-disclosure agreement. As each company tries to build a confidentiality contract in its favour, the process may often cause long discussions, delays and higher transaction costs.

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ICC Short Form Model Contracts

2017  791E

Practice has shown that companies and businesses involved in international trade frequently use commercial agency and distributorship contracts to distribute their products abroad. However, users should bear in mind fundamental differences in purpose and substance between these contracts when deciding which one to choose.

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ICC Model Contract for the Turnkey Supply of an Industrial Plant

2003  653E

Turnkey contracts take a range of forms and at present no single model contract covers them all. The Model Contract for the Turnkey Supply of an Industrial Plant has special characteristics...

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ICC Model International Transfer of Technology Contract

2009  674

As technology and IP rights become increasingly important, more and more companies across the globe conclude transactions to transfer technology among business entities.

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ICC Model Occasional Intermediary Contract

2015  769E

The ICC Model Contract "Occasional Intermediary (Non-circumvention and Non-disclosure)" covers the most common varieties of international contracts to which an international intermediary is a party.

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ICC Model Subcontract

2011  706E

ICC Model Subcontract is mainly designed for major turnkey projects but flexible enough to be used as a subcontract to other standard forms of contract as well. Taking innto consideration that international turnkey construction projects are often multifaceted transactions that require complex legal documentation, the ICC Model Subcontract is the answer for all those who seek a reliable and balanced standard form to prevent drowning in a flood of papers and documents.

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ICC Model Turnkey Contract for Major Projects

2020  797E

International turnkey construction projects are often complex transactions, requiring correspondingly complex legal documentation. Moreover, many such major construction projects are an important element in international development, and it is vital that the arrangements put in place be durable, clear and equitable.

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ICC Model Contract - International Consulting Services

2017  787E

When negotiating consultancy agreements abroad, one of the main difficulties faced by parties engaged in international trade is the lack of standard provisions for agreements of this type. Also, consultancy agreements are often not governed by specific statutory provisions.

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2018 ICC Model Contract - Joint Venture

2018  780E

In complex transactions, international as well as national co-operation between companies require solid and balanced terms and conditions. ICC has prepared this Joint Venture Model Contract for use by small, medium-sized or large companies in order to provide them with a unique, balanced platform that is fair to all parties.

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ICC Model Contract - Consortium Agreement

2016  779E

Companies of all sizes wanting to cooperate on major projects, whether international or domestic, require solid and balanced terms and conditions for such cooperation and it is vital that the arrangements put in place be durable, clear and equitable thereby enhancing business in general.

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ICC Model Online B2C General Conditions of Sale

2020  N/A

In our increasingly virtual world, manufacturers and companies who want to remain competitive need to have a website, not only for the promotion of their products, but also for the sale of their goods to consumers. Consequently, those who decide to sell online are faced with the problem of complying with consumer protection rules and need to establish online conditions of sale to consumers (B2C), which are substantially different from those used when selling through their traditional channels, since they imply compliance with special rules protecting purchasers, such as the pre-contractual information to be provided, the right of withdrawal, and the means of payment.

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