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THE STRUCTURE OF A COMMERCIAL CONTRACT: INTRODUCTION (B1+/B2)

Updated: Mar 18

Contracts are at the heart of commerce and business. In relation to international commerce and business, many contracts are written in English and governed by English law. And, if a dispute arises in relation to the contract, many of these disputes will be resolved in an English-speaking jurisdiction or, at the very least, by English-speaking courts or tribunals.

Commercial contracts can range from being quite simple to very complex. They may deal with the buying and selling of goods, the provision of services (for example, financial services), the temporary (or permanent) transfer of property or land, the use of computer software, the buying and selling of companies, the employment of people, and the borrowing of money, among many others.


In this series of posts, we are going to look at the structure of a commercial contract and ‘structural language’. As we do, it is important to remember that there may be differences between the presentation and ‘feel’ of a contract drafted in a common law jurisdiction (for example, England, India, New Zealand, etc) and one drafted, for example, in a European jurisdiction.


A commercial contract is rather like a book. It has a beginning, a middle, and an end. It has a title, some introduction to the story, the story itself, and a conclusion. It is a logical document with a logical structure.


In the first posts, we will look at the introductory parts of a commercial contract. Look at the following, taken from a particular kind of commercial agreement:



INTERNATIONAL DISTRIBUTION AGREEMENT


THIS AGREEMENT IS ENTERED INTO ON THIS 18th DAY OF FEBRUARY 2021

BETWEEN


HAPPY SKIN Inc (hereinafter referred to as “HSI”), a Company registered in the State of California, having its office at 9876 Slick Boulevard, San Jose, California


AND


THE DISTRIBUTOR CAMDIS Limited, (hereinafter referred to as “CAMDIS”) whose registered office is at 12 Mountain Road, Cambridge, England, and whose registered number is 49820912.



EXERCISE

Make a list of as many different kinds of commercial contracts or agreements that you can think of.


© Cambridge Legal English Academy 2021

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