Lawyer
Expert in international corporate, IT, and crypto law. Has extensive experience in business setup and support in the USA, EU, LATAM, and the Middle East. Specializes in corporate structuring, compliance, KYC/AML, IP, GDPR, as well as regulation of crypto and fintech projects.
Case: Synchronized international contracts: protection of a multi-tiered supply chain
Grounds for referral
The client requested a review of the contractual model in a multi-tiered supply chain involving a Chinese manufacturer, European counterparties, and the Ukrainian side.
On the surface, it looked like a regular international supply chain, but in practice, a question arose: were the contracts aligned with each other, did the documentation model match the actual movement of goods and funds, and was the client genuinely protected in the event of a dispute, delivery delay, product defect, or acceptance claims?
Additional complication
In this case, the situation was further complicated by the fact that:
- several counterparties from different jurisdictions were involved in the chain at the same time, and the transfer of risks between the parties was not always obvious;
- the actual movement of goods, the contractual model, and financial flows did not fully align in their logic;
- certain contract provisions were not synchronized with each other, creating a risk of liability gaps;
- warranty, claims, and evidentiary mechanisms could prove insufficient in the event of a dispute between the participants in the chain.
Actions of “Prikhodko & Partners” lawyers
1. Analysis of the provided contract package
We conducted a separate review of the contracts that facilitated the different stages of interaction in the supply chain. We evaluated not only the formal legal correctness of the text but also whether the obligations of the parties, payment procedures, shipping documents, acceptance, and liability were aligned with each other.
2. Verification of execution logic and risk allocation
We analyzed at what stage the risk of accidental loss or damage to the goods passes, who is responsible for completeness, quality, delivery terms, shipping documents, and actual acceptance. Special attention was paid to ensuring there were no gaps between the contracts through which liability could “fall through” between multiple jurisdictions.
3. Analysis of weak points in the warranty and claims model
We checked whether appropriate mechanisms were provided for filing claims regarding quality, shortages, defects, or non-conformity of goods, and whether the client had sufficient documentary tools to protect their position.
Warranty terms, the procedure for documenting breaches, and evidence that might be needed in a conflict were evaluated separately.
4. Formulating recommendations for model improvement
At the final stage, we prepared practical recommendations for adjusting the contractual framework: which provisions required strengthening, which risks should be covered by separate documents, and how to synchronize the contracts with each other so that the model functions as a single system rather than a collection of formally existing documents.
Result
- the client received a structured legal review of the entire contractual model in the China – Slovakia – Bulgaria – Ukraine chain;
- key legal and commercial risks hidden in the mechanics of execution, rather than just the text of the contracts, were identified;
- a list of provisions requiring revision before continuing cooperation was compiled;
- the client received a clearer and more manageable model for protecting their interests in international shipping.
Practical conclusions
- In a multi-tiered international supply chain, the primary risk often arises not within a single contract, but between multiple contracts simultaneously.
- If the movement of goods, funds, and the contractual model are not synchronized, it works against the client in the event of a dispute.
- Incoterms and basic commercial conditions do not replace a comprehensive allocation of warranties, evidence, and claims procedures.
- A review of an international supply chain must evaluate not only the text but also the actual logic of the transaction’s execution.
How we can help
- review of international supply contracts;
- analysis of multi-tiered supply chains with foreign counterparties;
- development and refinement of warranty and claims mechanisms;
- structuring of foreign economic contractual models.
“Prikhodko & Partners” supports international trade projects, helps identify hidden risks in supply chain models, and builds contractual frameworks that work not just on paper, but in the actual execution of international shipping.