Gloseg
Legal GuideAdvanced22 min read

Export Contract Guide

How to draft, negotiate, and enforce international sale of goods contracts. Essential clauses, Incoterms selection, governing law options, and dispute resolution mechanisms for African trade.

Signing an export contract

Legal Disclaimer

This guide is for educational purposes only and does not constitute legal advice. Always consult a qualified trade lawyer before signing international contracts.

Essential Contract Clauses

Parties & Definitions

Critical

Full legal names, addresses, registration numbers of buyer and seller. Define key terms used throughout the contract.

Product Specifications

Critical

Detailed description: quality grade, HS code, dimensions, weight, packaging, labeling requirements. Reference attached spec sheets.

Price & Incoterms

Critical

Unit price, total value, currency (USD/EUR), Incoterms 2020 term (FOB, CIF, etc.), what's included/excluded.

Payment Terms

Critical

Method (LC, escrow, T/T), timing (advance %, balance on shipment), bank details, late payment penalties.

Delivery Schedule

Critical

Production lead time, shipment date, port of loading/destination, partial shipments allowed or not.

Quality & Inspection

Critical

Inspection rights (pre-shipment), AQL standards, third-party inspector, who bears inspection costs.

Force Majeure

Events beyond control (war, pandemic, natural disaster, port closure, government embargo). Notice period and consequences.

Warranty & Claims

Defect notification period (typically 7-30 days), remedy options (replacement, credit, refund), evidence requirements.

Intellectual Property

Who owns product designs, trademarks, packaging artwork. Non-disclosure obligations.

Dispute Resolution

Critical

Negotiation → Mediation → Arbitration (ICC, LCIA, OHADA). Governing law choice. Arbitration seat.

Termination

Grounds for termination (breach, insolvency), notice period, consequences (return goods, settle payments).

Governing Law

Critical

Which country's law governs the contract. Typically seller's country for commodity contracts, or neutral jurisdiction.

EXW

Ex Works

Buyer collects from seller's premises. Buyer handles everything.

Seller Risk: LowestBuyer Risk: Highest
FOB

Free On Board

Seller delivers to port. Risk transfers when goods are on the vessel. Most common for African exports.

Seller Risk: MediumBuyer Risk: Medium
CIF

Cost, Insurance & Freight

Seller pays freight and insurance to destination port. Popular with first-time buyers.

Seller Risk: HigherBuyer Risk: Lower
DDP

Delivered Duty Paid

Seller delivers to buyer's door, including customs and duties. Rare in African trade.

Seller Risk: HighestBuyer Risk: Lowest

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