International Contracting Training Course

Duration 10 days 20 modules · 65 contact hours
Level Intermediate Certificate on completion
Who attends Contracts Managers, Commercial Managers and others
Fee from USD 2,200 KSh 190,000 for Kenyan organisations
Where 52 cities + online See dates by city
Next start 9 Nov 2026 Course code SD-CM-099

Before you join: Participants should have experience reading, drafting, negotiating or administering commercial contracts, purchase orders, supplier agreements or project documents.

Dates & prices

Two start dates a month in every city, and live online on weekdays or weekends. Fees are per participant; classroom fees include tuition, materials, lunch and refreshments, and the certificate.

Suggest a date or city

Showing the next six months. Later dates, other cities and private deliveries for your team are available on request.

Course overview

International contracts fail less often because parties lack commercial intent than because scope, risk, payment, governing law, delivery terms and dispute routes were not aligned before signature. Cross-border projects add different legal systems, currencies, tax treatment, sanctions exposure, language issues, local performance requirements and enforcement uncertainty. Contracts managers must turn negotiated business terms into documents that can be administered under pressure, including delayed delivery, changed specifications, payment disputes and claims.

This course develops the practical judgement required to prepare, negotiate, administer and close international commercial contracts. Participants examine contract formation, authority, governing law, jurisdiction, the CISG, Incoterms® 2020, payment security, warranties, indemnities, limitation clauses, force majeure, hardship, change control and dispute resolution. They learn how to construct a contract risk register, select suitable delivery and payment terms, draft operative clauses, assess claims and maintain an evidence trail from award through close-out.

Teaching combines focused instructor briefings with contract case analysis, clause review, negotiation simulations, group problem-solving and application planning. Cases reflect international supply, services, technology, infrastructure and operations contracts. Participants progressively build an international contract management file containing a risk allocation schedule, negotiation plan, clause drafting notes, administration controls and dispute-escalation route. The final capstone requires participants to present a complete contract strategy and administration plan for a realistic cross-border transaction.

The course is suited to professionals who already work with contracts, procurement, projects, sales, operations or commercial delivery and need stronger control of international terms. It is particularly relevant where contract value, delivery dependency or legal exposure makes informal commercial arrangements unacceptable.

What you will be able to do

  • Analyse international contract risks using a structured risk allocation matrix
  • Select governing law, jurisdiction and dispute-resolution clauses for cross-border transactions
  • Apply Incoterms® 2020 rules to allocate delivery, cost, insurance and customs responsibilities
  • Draft and review key commercial clauses covering payment, liability, warranties and change
  • Prepare a negotiation plan using interests, positions, concessions and reservation points
  • Administer contract performance through notices, records, milestones and change-control logs
  • Evaluate claims arising from delay, disruption, defective performance and non-payment
  • Present a complete international contract strategy and administration plan

Benefits of attending

For you

  • Greater confidence reviewing international contract clauses before approval
  • A repeatable method for identifying and allocating cross-border commercial risks
  • Stronger preparation for supplier, customer and partner negotiations
  • Clearer judgement on notices, claims evidence and escalation decisions
  • A practical contract management file adaptable to live assignments

For your organisation

  • Fewer unpriced obligations entering international supply and project contracts
  • Clearer allocation of delivery, customs, payment and liability responsibilities
  • Earlier identification of claims, notice deadlines and documentary evidence gaps
  • More consistent contract administration across projects, suppliers and territories
  • Better preparation for negotiation, dispute avoidance and formal escalation

Course modules

20 modules over 10 days

Participants can map the commercial and legal architecture of an international transaction.

  • Cross-border transaction structures: sale, services, distribution, agency and joint venture
  • Contract lifecycle from opportunity qualification through close-out and records retention
  • Identifying parties, affiliates, subcontractors and beneficiaries before drafting obligations
  • Authority checks using board resolutions, powers of attorney and signature rules
  • Commercial objectives translated into scope, price, schedule and risk assumptions
  • Contract document hierarchy resolving inconsistencies between schedules, specifications and correspondence

Participants can identify when enforceable obligations arise during international negotiations.

  • Offer and acceptance rules affecting quotations, purchase orders and confirmations
  • Battle of forms analysis for conflicting standard terms and conditions
  • Letters of intent, memoranda and heads of terms risk assessment
  • Confidentiality agreements protecting technical data, pricing and business opportunities
  • Pre-contract representations, reliance statements and entire agreement clauses
  • Approval gates preventing unauthorised commitments during bid and negotiation stages

Participants can assess applicable-law choices and their effect on contract interpretation.

  • Choice-of-law clauses selecting predictable substantive law for international agreements
  • CISG scope, opt-out provisions and relationship with domestic sales law
  • UNIDROIT Principles as interpretive guidance for international commercial contracts
  • Mandatory laws affecting competition, employment, data and product safety
  • Contract interpretation using plain language, definitions and precedence clauses
  • Language clauses specifying controlling text, translation responsibility and interpretation process

Participants can select dispute-resolution arrangements appropriate to transaction risk and location.

  • Court jurisdiction clauses and enforcement considerations across multiple countries
  • ICC Arbitration Rules and model clause components
  • Arbitration seat, governing procedural law and tribunal appointment choices
  • Mediation clauses establishing escalation timing, confidentiality and settlement authority
  • Expert determination for technical, valuation and measurement disputes
  • Dispute boards supporting early resolution on major project contracts

Participants can structure scope documents that reduce ambiguity and unmanaged obligations.

  • Statement of work defining deliverables, boundaries, assumptions and acceptance criteria
  • Requirements traceability matrix linking obligations to specifications and verification evidence
  • Technical specifications distinguishing mandatory requirements from descriptive information
  • Interface matrix assigning responsibilities between customer, contractor and subcontractors
  • Schedule of deviations recording accepted departures from tender requirements
  • Document control protocol governing revisions, transmittals and approved contract baselines

Participants can select and administer Incoterms® 2020 rules for goods transactions.

  • Incoterms® 2020 rule selection matched to transport mode and control
  • EXW, FCA and FOB compared for export clearance responsibilities
  • CPT, CIP, CFR and CIF allocation of carriage costs
  • DAP, DPU and DDP obligations at destination and import
  • Transfer of risk distinguished from transfer of title
  • Shipping documents, delivery evidence and notice requirements under selected rules

Participants can design payment terms that protect cash flow and performance obligations.

  • Fixed-price, reimbursable and target-cost models matched to scope certainty
  • Currency clauses allocating exchange-rate risk and conversion timing
  • Milestone payment schedules linked to measurable acceptance events
  • Advance payments secured through advance payment guarantees
  • Letters of credit and documentary collections for international sales
  • Retention, set-off and interest clauses protecting payment rights

Participants can identify contractual controls for tax, customs and trade compliance exposure.

  • Tax gross-up clauses addressing withholding tax on cross-border payments
  • Customs responsibilities aligned with Incoterms® 2020 and importer-of-record status
  • Tariff classification, origin declarations and valuation documentation requirements
  • Export controls screening goods, technology, end users and destinations
  • Sanctions clauses covering representations, termination rights and notification duties
  • Anti-bribery commitments addressing agents, gifts, records and investigations

Participants can draft acceptance and warranty provisions that support enforceable quality control.

  • Acceptance testing procedures defining criteria, timing and failure consequences
  • Warranty clauses specifying duration, remedies, exclusions and claim notices
  • Service levels measured through performance indicators, credits and reporting
  • Quality plans linking inspection points to contractual acceptance obligations
  • Latent defect provisions distinguishing hidden defects from visible nonconformity
  • Remedy hierarchy covering repair, replacement, re-performance and refund

Participants can allocate liability and insurance responsibilities using defensible commercial logic.

  • Direct, indirect and consequential loss distinctions in liability clauses
  • Liability caps linked to contract value, insurance and risk exposure
  • Indemnity clauses allocating third-party claims, taxes and intellectual property losses
  • Carve-outs for fraud, wilful misconduct, confidentiality and unpaid sums
  • Insurance schedules covering cargo, professional indemnity and public liability
  • Subrogation waivers and additional insured requirements within insurance arrangements

Participants can protect proprietary rights and data within international contract arrangements.

  • Background intellectual property identified before development work begins
  • Foreground intellectual property ownership allocated by contribution and payment
  • Licence grants defining territory, purpose, duration and sublicensing rights
  • Open-source software obligations reviewed within technology deliverables
  • Data processing clauses assigning controller, processor and security responsibilities
  • Confidentiality controls covering permitted disclosures, return and destruction obligations

Participants can select performance-security instruments suited to counterparty and project risk.

  • Performance bonds compared with bank guarantees and standby letters
  • On-demand guarantee wording and call conditions assessed carefully
  • Parent company guarantees evaluated for enforceability and financial capacity
  • Retention bonds replacing cash retention during contract performance
  • Security release triggers linked to acceptance, defects and expiry
  • Counterparty due diligence using financial statements, ownership and references

Participants can prepare and conduct structured international contract negotiations.

  • Negotiation mandate defining authority, priorities, limits and escalation routes
  • Interests, positions and BATNA analysis for commercial bargaining
  • Issue matrix ranking clauses by value, risk and negotiability
  • Concession planning using conditional trades and reciprocal commitments
  • Cultural communication choices affecting pace, authority and relationship building
  • Negotiation minutes recording agreements, open issues and drafting actions

Participants can build a contract risk register linked to clauses and control actions.

  • Risk breakdown structure covering commercial, legal, operational and country risks
  • Probability-impact scoring calibrated for contract approval decisions
  • Risk allocation matrix assigning ownership between contracting parties
  • Mitigation actions linked to clauses, securities and operational controls
  • Residual risk acceptance documented through delegated approval authority
  • Risk review cadence aligned with milestones, changes and emerging events

Participants can establish governance arrangements that convert signed terms into controlled delivery.

  • Contract handover pack transferring negotiated assumptions to delivery teams
  • Obligations register assigning owners, deadlines and evidence requirements
  • Governance calendar scheduling steering meetings, reports and decisions
  • RACI matrix clarifying contract administration roles and escalation authority
  • Key performance indicators linked to contractual service and delivery commitments
  • Correspondence protocol controlling notices, reservations and formal communications

Participants can control scope and price changes without creating unintended obligations.

  • Change request form documenting scope, schedule, cost and risk impacts
  • Variation procedure establishing authority, valuation and approval sequence
  • Constructive change indicators arising from instructions, access and interference
  • Time impact analysis connecting changed work to critical path delay
  • Reservation of rights protecting claims during ongoing performance
  • Change log reconciliation against contract baseline and invoicing records

Participants can preserve contractual rights through timely notices and evidence management.

  • Notice clauses checked for recipient, method, timing and content
  • Contemporaneous records capturing events, instructions, labour and equipment usage
  • Claims chronology connecting cause, notice, impact and contractual entitlement
  • Quantum substantiation using invoices, timesheets, schedules and cost records
  • Delay claims distinguishing excusable, compensable and concurrent delay
  • Without prejudice communications separated from operational contract correspondence

Participants can assess disruption events and apply termination provisions responsibly.

  • Force majeure clauses defining events, causation, mitigation and notice
  • Hardship provisions addressing fundamental economic imbalance after contract formation
  • Change in law clauses allocating regulatory and compliance consequences
  • Suspension rights managing non-payment, access failures and safety concerns
  • Termination for cause procedures covering cure periods and notice
  • Termination for convenience consequences for payment, demobilisation and intellectual property

Participants can manage disputed issues through escalation, settlement analysis and controlled communication.

  • Issue escalation ladder separating operational, commercial and executive decisions
  • Dispute avoidance meetings focused on facts, options and decision deadlines
  • Settlement range analysis using claim value, cost and probability
  • Mediation preparation identifying interests, evidence, authority and settlement parameters
  • Privilege considerations when obtaining legal advice on disputed matters
  • Settlement agreements documenting release scope, payment and confidentiality obligations

Participants can build, review and present a complete international contract strategy and administration plan.

  • Transaction brief converted into commercial objectives and contracting assumptions
  • Risk allocation matrix linking material risks to proposed contract clauses
  • Incoterms® 2020, payment security and delivery controls selected coherently
  • Negotiation plan prioritising issues, concessions, authority and escalation routes
  • Contract administration plan covering obligations, notices, changes and claims
  • Management presentation defending recommendations against commercial and legal challenge

Exercises and examples are adapted to each cohort's sectors and roles.

What you take back to work

  1. International contract risk allocation matrix
  2. Cross-border negotiation planning template
  3. Incoterms® 2020 selection checklist
  4. Contract obligations and notices register
  5. Change-control and claims evidence log
  6. International contract management file

Who should attend

  • Contracts Managers — need disciplined control of international terms, changes and claims
  • Commercial Managers — need to protect margin and allocate delivery risks clearly
  • Procurement Managers — need workable supplier agreements across legal jurisdictions
  • Project Managers — need contract controls for milestones, notices and performance issues
  • Legal Counsel — need commercial insight when reviewing operational contract terms
  • Sales and Bid Managers — need to convert negotiated offers into defensible contracts

Skills and tools covered

International contract draftingCommercial risk allocationCross-border negotiationClaims administrationDispute resolutionContract governance

Tools and standards

Incoterms® 2020, United Nations Convention on Contracts for the International Sale of Goods (CISG), UNIDROIT Principles of International Commercial Contracts, ICC Arbitration Rules

How the course runs

Training methodology

The instructor uses short briefings to establish legal and commercial concepts, followed by clause analysis, contract-document reviews, facilitated case work and negotiation simulations. Participants compare alternative risk allocations, test delivery and payment scenarios, assess claims records and prepare decision notes. Group discussions focus on choices a contracts manager must make when facts are incomplete or parties disagree. Each participant applies the methods to a selected international transaction, building contract controls and drafting material that can be adapted after the course.

Requirements and prerequisites

Participants should have experience reading, drafting, negotiating or administering commercial contracts, purchase orders, supplier agreements or project documents. They should understand basic commercial terms such as scope, price, delivery date, payment milestone and liability. Prior exposure to cross-border transactions is useful but not essential. This is not an introductory legal course and assumes participants can work with contractual language. A law degree, formal legal qualification, previous arbitration experience and specialist knowledge of any national legal system are not required.

A typical training day

08:30 – 10:30First session
10:30 – 10:45Refreshment break
10:45 – 12:30Second session
12:30 – 13:30Lunch and networking
13:30 – 15:00Third session
15:00 – 15:15Refreshment break
15:15 – 16:30Workshop and daily review

Live online deliveries follow the same structure in East Africa Time, with shorter screen blocks and longer breaks.

What the fee includes

  • Instruction by a practitioner facilitator
  • Full course workbook and materials
  • Exercise files, templates and case studies
  • Refreshments and lunch on classroom deliveries
  • Certificate of completion
  • Post-course application plan

Frequently asked questions

You should already work with commercial contracts, procurement documents, project agreements or supplier terms. The course assumes basic familiarity with contractual language but does not require a legal qualification or prior international contracting experience.

Bring a non-confidential example of an international contract, tender, purchase order or recurring contract issue if you have one. Participants can use it when preparing their application materials, but sharing proprietary or legally sensitive documents is not required.

It is designed for contracts, commercial, procurement, project, sales and legal professionals who influence cross-border agreements. It suits people managing goods, services, technology, infrastructure or operational supply arrangements.

The course concentrates on issues created by cross-border contracting, including applicable law, CISG, Incoterms® 2020, customs, currency, sanctions, payment security and international dispute routes. General contract administration methods are applied through that international lens.

Participants leave with templates for risk allocation, negotiation planning, obligations tracking, notices and change control. These can be adapted to contract reviews, bid approvals, supplier negotiations and live project issues.

Each training day runs from 08:30 to 16:30 and provides about 6.5 contact hours. The first week establishes contract formation, delivery, payment and risk allocation; the second week focuses on administration, claims, disputes and the final capstone presentation.

Questions about this course?

Ask about dates, fees, group bookings or running it for your team. Our training team replies by email.

Ask on WhatsApp info@skillsetdevelopment.com

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