ABSTRACT

All successful negotiations should end in concluding contracts. Although legal assistance is certainly necessary for the drafting of contracts, it should be pointed out that the hard commercial negotiations should be allowed to be done by the non-lawyer members of a team. The list of what a lawyer should take into consideration in drafting contracts cannot be exhausted. The choice of a national jurisdiction and a national law as the governing law of an international commercial contract has its own problems; their applicability may be questioned by a party. In general, a lawyer must enquire into certain basic issues in drafting any international commercial contract. In the case of institutional contracting, such as the loan agreements to which the International Bank for Reconstruction and Development is a party, or where standard forms developed by various institutions are followed, such as FIDIC, the work of the lawyers becomes minimal.