Advice and drafting of distribution agreements and sales contracts under German and EU Law by a specialist lawyer in international business law for manufacturing companies with their own sales, sales companies, franchise systems, franchisees and commercial agents.
Expertise:
- Review and drafting of distribution agreements under German and EU Law: Drafting standard contracts and templates for use with customers and suppliers
- International sales contracts within the scope of the UN Sales Convention (CISG) and under German BGB / HGB
- Authorized dealers and distributors: Authorized dealers as elements of a sales chain sell products from a manufacturer or supplier in their own name and for their own account. Compared to the sales representative, they are far less integrated into the sales structure of the supplier. In spite of this, authorized dealers are treated by the legal system in the same way as for a commercial agent in certain questions in analogous application of the provisions applicable to the commercial agent. This applies in particular to the practically relevant compensation claim after termination of the contract.
- Commercial agency agreements: Examination and drafting of commercial agency agreements
- Franchise agreements under German Law: Legal support for franchisees and franchise systems. Examination and drafting of franchise agreements and side agreements.
- Technology: The sale of technologically sophisticated and highly developed products and services places special demands on the legal structure.
- Subsidiary agreements under distribution law: confidentiality agreements, commission agreements, powers of attorney, payment processing
- Risk allocation and liability issues in international sales
- Transport law issues and customs related issues
German and European Competition Law
While the regulations of the German GWB apply to sales agreements without a foreign reference, sales contracts with a foreign reference are subject to harmonized European competition law. Particularly relevant in the area of distribution law are Section 101 (1) TFEU and various exemption regulations, in particular EU Regulation (EU) No. 330/2010 on the application of Article 101, Paragraph 3 of the Treaty on the Functioning of the European Union to groups of vertical agreements and coordinated behavior (so-called vertical GMO).
Main activities:
- Territorial protection and sales restrictions: Exemption of certain regulations in sales contracts on territorial protection and sales restrictions from Art 101 (1) TFEU within the scope of Regulation (EU) No. 330/2010 (Vertical Block Exemption).
- Protection against competition and non-compete obligations
- Selective Distribution Systems
Representation in litigation and in arbitration proceedings
Representation in court and in arbitration in distribution matters to enforce or defend against claims.