International commercial agreements live or die on what is written into them, and whether the writing holds up in the jurisdictions where the deal actually operates. Our cross-border commercial contracts drafting and review work spans negotiation, performance, and dispute resolution across multiple legal systems.

What We Do

Companies need a cross-border commercial contract lawyer when a single agreement has to operate across jurisdictions that read it differently. A distributor in one country, a supplier in another, an IP licensee in a third — each reads the same clause through its own legal system, with different rules on formation, performance, and remedies. Effective contract drafting services turn commercial understanding into a document that survives all of those readings.

 

International commercial law services and corporate legal services aligned with operations are what make the difference. A contract that looks good on paper but cannot be enforced where the assets are located is no protection at all.

Cross-Border Contract Complexity

International commercial contracts drafting multiply the variables of a domestic deal. The same word — “delivery,” “default,” “force majeure” — does not carry the same legal weight in different jurisdictions, and a clause drafted under common-law assumptions can land entirely differently before a civil-law court. Choice-of-law and jurisdiction clauses determine where the contract is read and which body of law reads it, and getting those choices wrong locks the parties into a forum that does not serve them.

International contract law is not a single body but a working system of national laws, treaties, and conflict-of-laws rules. International contracts that hold up are designed for the system under which the deal will actually be tested, which is why our contract practice is built around specific markets rather than generic cross-border capability.

Our Contract Process

Our end-to-end contract drafting services run the full lifecycle, from strategy through ongoing compliance, with the same team accountable end to end.

  • Needs Assessment & Contract Strategy — We map the commercial relationship before drafting begins, identifying the legal risks the contract has to absorb. This avoids the most common failure: a clean template that misses the deal’s specific exposure.
  • Drafting — We draft to fit the deal — NDAs, supply, distribution, joint venture, and licensing agreements — including bilingual versions in most cases. The drafted text reflects the parties’ operating reality, not just commercial intent.
  • Review & Risk Analysis — Through legal contract review, we benchmark counterparty drafts against the jurisdiction’s enforcement reality and flag clauses that look standard but fail under local law. The output is a marked-up document, not a list of issues.
  • Negotiation Support — We support the client directly or behind the scenes, drafting fallback language and protecting the priorities set at the strategy phase. The goal is to keep commercial momentum without conceding what cannot be conceded.
  • Execution & Compliance Monitoring — We coordinate execution formalities — signatures, chops, notarization, filings — and stay engaged with contract compliance over the agreement’s life. Most contract failures originate in performance, not drafting.

Where We Operate

China

Commercial contracts in China operate under the Civil Code Book III (in force since 1 January 2021), with PRC-specific rules on contract formation, performance, and remedies. Foreign companies face decisions on bilingual drafting, choice of governing law and jurisdiction, and the enforceability gap between foreign judgments and arbitral awards.

Explore our contract advisory in China

India

In India, commercial contracts are governed by the Indian Contract Act 1872 and the Specific Relief Act 1963, with the Arbitration and Conciliation Act framing dispute clauses. The enforceability of foreign judgments depends on whether the originating country is designated as a reciprocating territory.

Connect with a contract expert in India

Italy

Italy commercial contracts are governed by the Codice Civile, with formality requirements that vary by transaction type — notarial form for real estate and certain corporate acts — and EU consumer-protection rules layered on B2C arrangements.

Speak with a contract advisor for Italy

Vietnam

In Vietnam, commercial contracts are governed by the Civil Code 2015 and the Commercial Law, with bilingual drafting common where one party is foreign, and notarization is required for defined transaction types. Commercial contracts in Vietnam. Request contract advice in Vietnam.

Request contract advice in Vietnam

Why D’Andrea & Partners

  • On the ground in each market — Our commercial contract lawyer teams work from offices across China, Italy, India, and Vietnam, with locally qualified counsel resident in each. Contracts are drafted by the lawyers who will also be the ones enforcing them, not coordinators in a third country.

    Meet our dispute resolution team

  • Multi-jurisdictional capability — Our international team drafts contracts designed to operate across multiple legal systems at once, with choice-of-law and dispute-resolution clauses tested in practice rather than picked from templates.

  • The full contract lifecycle — We engage as business contract lawyers through the entire agreement — from strategy and drafting through execution, performance monitoring, and dispute response — rather than handing off at signing.

  • Cross-practice integration — As contract law attorneys working alongside our corporate, compliance, IP, and litigation teams under one engagement, a contract question never has to bounce between specialized firms before it gets answered.

Speak with a contract advisor

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