Contract Structuring and International Contracts in Ukraine
Ukrainian contract lawyers for cross-border agreements — structuring, drafting and adaptation of contracts that survive Ukrainian courts.
Request a review of your contract structure →A partner will respond within one business day.
A European manufacturer once brought its standard English-law distribution framework to Ukraine — and learned that Ukrainian courts reduce contractual penalties as a matter of routine, and that the NBU’s 180-day settlement deadline had quietly expired. A contract can be formally valid and practically unenforceable; the distance between the two is where our contract lawyers work.
Find your situation — go to the right practice
Why contracts involving Ukraine are different
Penalties get reduced
Under Article 551 of the Civil Code, courts cut disproportionate penalties by 50–90% as standard practice — the repeal of the Commercial Code in August 2025 changed nothing here. Liability provisions have to be designed for that reality, not against it.
The 180-day currency clock
The NBU requires settlement under foreign economic contracts within 180 days (270 for some export goods since June 2026). Long-term supply, service and licensing agreements must be built around this deadline — missing it triggers penalties and can block future transactions.
Defaults you did not choose
CISG applies to cross-border sales automatically unless excluded; a franchise is only as strong as the trade mark registered in Ukraine behind it; the AMCU scrutinises vertical restraints on EU-style principles. Templates rarely account for any of it.
Who works on these matters
How we start
- Conflict checkSame day.
- Contract assessmentOur attorneys review the framework against Ukrainian mandatory rules, currency control and enforcement practice. 24–48 hours.
- Strategy callStructure and negotiation approach — discussed directly with the partner. We are frequently instructed by the client's own law firm abroad.
Common questions
Can Ukrainian courts really reduce agreed penalties?
They do it routinely — Article 551 of the Civil Code gives them the discretion, and international penalty regimes are commonly cut by 50–90%. Drafting for Ukraine means structuring liability so it survives that review. How exactly the courts apply it — in our guide to Article 551 penalty reduction.
What is the 180-day rule?
The NBU deadline for settlements under foreign economic contracts. Payment or delivery later than 180 days exposes the Ukrainian party to penalties and restrictions on future currency transactions — so payment schedules are a structuring question, not a commercial afterthought.
Does CISG govern my supply contract?
If both parties are in contracting states and goods are involved — yes, by default, unless expressly excluded. Many templates leave this open, and with it the question of which rules actually govern.
Does a franchise agreement need state registration in Ukraine?
No — the registration requirement was abolished back in February 2015 (Law No. 191-VIII removed parts two to four of Article 1118 of the Civil Code). What does need registering is the trade mark: an unregistered mark leaves the franchisor with little to grant and no priority over third-party filings. How Chapter 76 actually works — in our guide to franchise agreements in Ukraine.
Do distribution agreements face competition scrutiny?
Yes — the Antimonopoly Committee reviews exclusivity, territorial restrictions and resale price maintenance under principles aligned with EU competition law. Which clauses void the automatic exemption — in our guide to distribution agreements in Ukraine.
Can we just use our standard international template?
You can sign it. Whether it will be enforced is another matter: penalties get reduced, mandatory Ukrainian rules override the chosen law, and currency control does not care what the governing-law clause says. Adaptation is the price of enforceability.
Enquiries
A partner will respond within one business day.