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Types of Contracts
Civil, commercial, employment, real-estate and electronic contracts: the main types of contracts in Tunisia and when to use each one.
There are four main families of contracts: civil contracts (between individuals), commercial contracts (between businesses or with customers), employment contracts and real-estate contracts. Electronic contracts are a now-common way of concluding any of them.
The right choice depends on three questions: who the parties are, what the object is (goods, services, work, property) and how long the relationship lasts.
What makes a contract valid?
In Tunisia, the Code of Obligations and Contracts (COC) sets four validity conditions: capacity, valid consent, a definite and lawful object, and a lawful cause (Article 2 COC). A validly formed contract has the force of law between the parties (Article 242 COC).
Most contracts are formed by agreement alone. In practice, writing is still essential to prove what was agreed, and the law requires it for some contracts.
The main classifications
Nominate or innominate: sale, lease and agency are regulated by law; a tailor-made partnership agreement is not always.
Bilateral or unilateral: mutual obligations (sale) or an obligation on one party only (promise of a reward).
For value or gratuitous: with or without consideration.
Consensual or formal: formed by agreement alone, or subject to a required form.
Instant or continuing performance: a cash sale, or an ongoing subscription.
Negotiated or adhesion: discussed term by term, or accepted as is (standard terms).
Example: a sale is a nominate, bilateral, for-value, consensual contract, usually performed instantly.
Civil contracts
They govern relations between individuals and everyday transactions.
Sale: one party transfers ownership of a thing or a right to the other, who undertakes to pay the price (Article 564 COC). Use it to sell a vehicle, goods or a right.
Residential lease: renting a home, with rent, term, deposit and inventory.
Loan: lending money or an item, with amount, schedule and repayment terms.
Agency and power of attorney: one person acts on behalf of another. Our guide to powers of attorney from abroad covers Tunisians living outside Tunisia.
Guarantee (suretyship): one person guarantees another's debt.
Commercial contracts
They frame the activity of companies and self-employed professionals.
Service agreement: a mission or deliverable for a price, without subordination. See our guide to service agreements in Tunisia.
Freelance contract: a service agreement for a self-employed person. See our guide to drafting a valid freelance contract in Tunisia.
Supply or commercial sale agreement: regular deliveries, price, lead times and penalties.
Distribution, commercial agency or franchise agreement: organising a sales network.
Non-disclosure agreement (NDA): protecting information shared before or during a project.
Articles of association and shareholders' agreement: setting up and running a company. See our guides on setting up a company and on the SUARL in Tunisia.
Terms and conditions of sale: an adhesion contract with customers, subject to consumer protection rules when the customer is an individual.
Employment contracts
Since Law No. 2025-9 of 21 May 2025, published in the Official Gazette on 23 May 2025, the open-ended contract (CDI) is the rule. A fixed-term contract (CDD) is allowed only in three limited cases; otherwise it is converted into a CDI with seniority preserved. The probation period is capped at 6 months, renewable once. Labour-only subcontracting is prohibited.
CDI: for any permanent position. See our Tunisian CDI employment contract template.
CDD: only in the cases allowed by law, in writing and with a precise reason.
Internship or integration contract (CIVP): for a first job, under public schemes. See our article on CDD, CDI and CIVP in Tunisia.
Service agreement: for a genuine mission with an independent team; never to place staff at a client's disposal.
Real-estate contracts
Promise to sell and property sale: strict formal requirements; have the deed drafted by an authorised professional and check the land-registry status of the property.
Commercial lease: it gives a right to renewal once the business has been operated for two consecutive years (Law No. 77-37 of 25 May 1977). See our guide to commercial leases in the Maghreb.
Construction or works contract: price, deadlines, acceptance of works and warranties.
Electronic contracts
An electronic contract is not a separate type: it is a way of concluding any of the contracts above. In Tunisia, Law No. 2000-83 of 9 August 2000 gives the storage of an electronic document the same value as that of a written one (Article 4) and regulates electronic signatures (Article 5). For online sales to consumers, it provides a 10-working-day withdrawal right (Article 30). See our article on e-signature in Tunisia, Morocco and the UAE.
Which contract should you choose? Examples
You hire a full-time accountant: CDI.
You hire an agency to rebuild your website: service agreement.
You pitch your project to an investor: non-disclosure agreement.
You launch an online shop: B2C terms and conditions.
You rent premises for your shop: commercial lease.
A customer does not pay an invoice: formal notice, then debt recovery. See our guide to formal notice in Tunisia.
Mistakes to avoid
Calling a salaried job a "service agreement".
Signing a CDD for a permanent position since Law No. 2025-9.
Using a foreign template without adapting it to Tunisian law.
Leaving out term, termination and dispute-resolution clauses.
Many contracts are formed by agreement alone. But without writing it is hard to prove what was agreed, and some contracts must be in writing, such as the CDD since Law No. 2025-9.
What is the difference between an employment contract and a service agreement?
An employee works under the employer's direction and control; a service provider performs a mission independently. If that subordination exists, a service agreement can be requalified.
Does an electronically signed contract have the same value?
Law No. 2000-83 recognises electronic documents and signatures. In Tunisia, a qualified electronic signature relies on a certificate issued by TunTrust.
How long can you sue on a contract?
The general limitation period for claims arising from an obligation is 15 years (Article 402 COC), unless the law sets a shorter period.
Key takeaways
Identify the parties, the object and the duration, then choose the right family of contract. Always write down the essential clauses and keep a signed copy. E-Tafakna provides contract templates and country guides, as well as electronic signature with TunTrust certificates for Tunisia.
Sources
Code of Obligations and Contracts, Articles 2, 242 and 402, as cited by Monolith Law Office (monolith.law)
Code of Obligations and Contracts, Article 564 (definition of sale), as quoted in an INTT exam answer key (intt.tn)
Law No. 2025-9 of 21 May 2025 on employment contracts and the ban on subcontracting, Official Gazette of 23 May 2025, as summarised by DLA Piper (knowledge.dlapiper.com)
Law No. 77-37 of 25 May 1977 on commercial leases (mohamah.net)
Law No. 2000-83 of 9 August 2000 on electronic exchanges and commerce, Articles 4, 5 and 30 (cmf.tn)
Draft and sign your contracts online
Templates that follow your country's law, electronic signature (including TunTrust qualified signature in Tunisia) and secure archiving.
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