International – Your consulting experts for international contracts, M&A and international dispute resolution

A number of international agreements aim to harmonize substantive law. One example is the Vienna Convention on the International Sale of Goods of April 11, 1980 (CISG), which provides a globally applicable, “harmonized” legal framework. These agreements generally eliminate the need for contracting parties from different countries to agree on a national legal system. In practice, using such an agreement is particularly worthwhile when entering into and conducting contract negotiations because it allows contracting parties to create a “tailor-made” legal framework independent of national regulations.

Our lawyers specializing in international, commercial and trade law will thoroughly explain how you can and should leverage the optimization potential of international agreements for the legal protection of cross-border contracts. We will help you select suitable legal instruments and formulate specific contractual clauses tailored to your needs. This allows you to structure and secure your contractual relationships optimally from a legal perspective. Additionally, we develop optimized contract concepts for your company in accordance with German, French, or foreign law to legally secure your business relationships with foreign partners. We work closely with our colleagues from our a-Global partner network to accomplish this.

European law is becoming increasingly important in all areas of commercial law. It enables you to establish consistent structures and processes for your national companies, including foreign subsidiaries, in accordance with EU law. This legal harmonization is essential for structuring your foreign subsidiaries and European sales units uniformly and efficiently, particularly when dealing with business partners outside the EU.

Our lawyers specializing in European law will support you in legally harmonizing your internal processes and designing group-wide corporate policies, guidelines, and sales strategies that comply with EU legal requirements. We verify that all units of your corporate group correctly implement the specific requirements of European legislation and case law. We support you in France, Germany, and other countries in close cooperation with our colleagues from our a-Global partner network.

In practice, it is often difficult for business partners to agree that only the national courts of one contracting party should have jurisdiction over a legal dispute. Understandably, each party prefers to litigate only before the courts of its own country, often due to concerns about being disadvantaged before a foreign court. There are also practical hurdles, such as hiring a foreign lawyer, attending court hearings abroad, and translating all trial documents into the language of the competent national court.

However, the situation is much simpler and more neutral if the parties have agreed to international arbitration. The arbitral tribunal is internationally oriented and often multilingual. It offers the parties maximum flexibility and freedom of procedure. Additionally, compared to a state court judgment, an arbitral award is usually much easier to recognize and enforce abroad, particularly outside the EU.

Our lawyers specializing in international, commercial and trade law, as well as arbitration law will advise you on selecting the appropriate form of arbitration – whether institutional or ad hoc – and recommend the arbitration institution best suited to your needs. We will accompany you throughout the entire proceedings before the arbitral tribunal, whether in France, Germany, or a third country, in close cooperation with our foreign colleagues from our a-Global partner network. This allows us to help you identify procedural risks early on, develop effective defense strategies, and design legally secure solutions for your international projects.

In international conflicts, it is crucial to clarify in advance which court has jurisdiction in the event of a dispute. Without a clear and legally effective jurisdiction clause, there is a risk of having to turn to a foreign court with different rules of procedure, higher procedural costs, and additional linguistic and cultural barriers. This can make litigation considerably more difficult and expensive. Our lawyers specializing in international commercial and trade law, as well as litigation law, can support you in formulating suitable jurisdiction clauses. They can also help you determine the most favorable national courts for your interests, whether in France, Germany, or a third country. They work closely with our foreign colleagues from our a-Global partner network.

When entering into a contract with a foreign business partner, it is crucial to specify which law should apply in the event of a dispute. This avoids legal uncertainty from the outset. Without an explicit choice of law, applicable law is determined according to objective criteria based on international conflict of laws rules. For example, it is determined according to the EU Regulation “Rome I” on contractual obligations. This can lead to unpleasant and unexpected results. Our lawyers specializing in international, commercial and trade law can help you select a suitable legal system to legally secure your contracts and prevent potential disputes, whether in France, Germany, or another country. In close coordination with our foreign colleagues from our a-Global partner network, we ensure that every contract contains a clear and effective choice of law clause, thus avoiding the unexpected application of foreign law.

The most effective way to avoid disputes in international trade starts with negotiating and drafting contracts. Contracts should meet the strategic objectives of your business operations and ensure maximum legal certainty. This includes proactively addressing all possible situations that may arise during contract execution, clearly defining the obligations of both parties, and including essential clauses for international trade, such as hardship and force majeure clauses, as well as provisions for alternative dispute resolution, such as international arbitration or mediation.
It is better to prevent conflicts than to engage in unpredictable legal proceedings before a foreign court. Our lawyers specializing in international contract law work closely with our foreign colleagues from our a-Global partner network to develop and draft legally sound and technically coherent contracts that best secure your international transactions in France, Germany, and third countries.

Arbitration proceedings allow disputes to be resolved outside of national courts by an international arbitral tribunal, which can consist of one or several arbitrators (usually three). International arbitration has many advantages, especially in an international context. It is generally faster and more flexible, and the proceedings are more confidential. Arbitrators appointed by the parties are highly experienced and knowledgeable, which makes arbitration often more efficient.

Our lawyers specializing in international, commercial and trade law will support you in negotiating and formulating an arbitration clause tailored to your specific situation – whether it be a contractual arbitration clause or an arbitration agreement after a dispute has arisen – in a legally secure manner, taking into account all relevant legal and economic conditions.Our lawyers specializing in international, commercial and trade law will support you in negotiating and formulating an arbitration clause tailored to your specific situation – whether it be a contractual arbitration clause or an arbitration agreement after a dispute has arisen – in a legally secure manner, taking into account all relevant legal and economic conditions.

A confidentiality clause protects sensitive information, such as trade secrets, customer data, and other confidential content, from unauthorized disclosure or use by the other party to the contract. This type of clause is essential for cross-border research and development contracts and international company acquisitions, as it ensures your company’s long-term competitiveness.

Our lawyers specializing in international, commercial and trade law help formulate clear and effective confidentiality clauses to ensure the reliable protection of sensitive data in all international transactions.

Specifying the contract currency reduces uncertainties associated with exchange rates and establishes secure payments with foreign business partners. A currency clause helps identify financial risks due to currency fluctuations early on and manage them effectively.

Our lawyers specializing in international, commercial and trade law can assist you in negotiating and formulating appropriate currency clauses, regardless of the contract’s currency.

A force majeure clause protects against liability if an unforeseeable external event, such as a natural disaster, strike, or health crisis, makes it impossible to fulfill the contract. In such cases, contractual obligations can be temporarily suspended, or the contract can be terminated without fear of penalties, such as fines.

For example: If a supplier’s production facility is destroyed by fire, the force majeure clause allows to temporarily suspend one’s performance obligations toward the foreign business partner without triggering penalties or claims for damages.

Our lawyers specializing in international, commercial and trade law can help you draft a customized force majeure clause to protect you against unforeseeable and uncontrollable events.

In international business transactions, it is important to clearly state in the contract that both parties accept the applicable general terms and conditions (GTC). International GTCs often contain special clauses regarding the choice of law, dispute resolution through arbitration or jurisdiction, and indemnification or limitation of liability. An explicit GTC acceptance clause helps avoid misunderstandings, especially when the contracting parties come from different legal systems. This clause enhances legal clarity and reduces the risk of subsequent disputes. Our lawyers specializing in international, commercial and trade law can help you draft a GTC acceptance clause that complies with national regulations in France, Germany, and other countries. We collaborate closely with our foreign colleagues from our a-Global partner network to accomplish this.

Choosing the applicable law is one of the most important aspects of drafting international contracts. In the event of a dispute, the chosen law determines which legal provisions are used to interpret and resolve the contract. Selecting a suitable legal system helps keep legal risks under control and avoid unexpected legal consequences. Our lawyers specializing in international, commercial and trade law will support you and your company in selecting the appropriate legal system for each contract and enforcing it with your business partner. This provides legal certainty for your contracts, whether in France, Germany, or a third country. In close cooperation with our foreign colleagues from our a-Global partner network, we ensure the chosen legal system is included in the contract as part of an effective choice-of-law clause.

A hardship clause allows the terms of a contract to be adjusted if unforeseen circumstances make it unreasonable or economically infeasible for one of the parties to fulfill the contract. It enables the parties to find a mutually acceptable solution without terminating or rescinding the contract, which is particularly advantageous in long-term business relationships. For instance, if a supplier’s production costs rise significantly due to increased raw material prices, the clause enables price negotiations without terminating the contract. Our lawyers specializing in international, commercial and trade law can help you negotiate and draft a balanced hardship clause that considers the interests of both parties and complies with the applicable law.

A hold harmless clause in a contract can protect you against legitimate claims by third parties. In the event of a third-party claim, the clause stipulates that your contractual partner, not you, is liable for any claims, costs, or damages asserted by the third party. While the clause does not directly shield you from third-party claims, it shifts the responsibility and financial consequences to your contractual partner.
For example: If a company is sued by a third party because a subcontractor, who is contractually bound to the company, has made a mistake, the hold harmless clause in the subcontractor agreement may stipulate that the subcontractor, not the company, must pay compensation to the third party. Such clauses are particularly common in international subcontracting and cross-border service contracts, as well as in international distribution agreements.
Our lawyers specializing in international, commercial and trade law will help you adapt the hold harmless clause to the project’s specific risks and requirements in a legally compliant manner, taking into account applicable laws in France, Germany, and other countries. We collaborate closely with our foreign colleagues from our a-Global partner network.

When working with foreign business partners, you often grant them access to protected content, such as logos, technical documents, trademarks, and know-how. Without clearly defined contractual limitations on this use, there is a risk that your business partner will use these rights outside the scope of your agreement and without your consent with regard to third parties.
A specific intellectual property clause allows you to define exactly how your foreign business partner can use your company’s trademarks, patents, designs, logos, and confidential information. This protects your company’s assets and maintains control over sensitive intangible rights.
Our lawyers specializing in international, commercial and trade law will help you structure the use of intellectual property in international contracts in a legally secure and effective manner, tailored to the national laws of France, Germany, or a third country. We work closely with our foreign colleagues from our a-Global partner network to achieve this.

A jurisdiction clause specifies which court is responsible for resolving any disputes that may arise. You can choose a court in your own country, in the country of the contractual partner, or a neutral court. This allows you to clearly determine in advance which court will hear any potential disputes.
Example: If you enter into a contract with a foreign business partner and agree to the jurisdiction of the German courts, then all disputes must be heard before a German court.
Our lawyers specializing in international, commercial and trade law can advise you on choosing the appropriate place of jurisdiction and help you draft a legally secure and effective jurisdiction clause.

A limitation of liability clause allows you to reduce or eliminate the financial consequences of contract breaches, either partially or entirely. This type of clause may exclude certain breaches of duty, limit possible claims for damages, or exclude certain types of damages, such as lost profits or business interruption. It may also precisely define cases in which a contracting party is not obligated to pay compensation.

For instance, if a supplier delivers late, the clause may stipulate that only direct damages will be compensated, not loss of revenue or consequential damages.

This clause is particularly relevant in import-export contracts subject to the Vienna Convention on the International Sale of Goods (CISG) of April 11, 1980. This uniform international contract law allows for a high degree of contractual freedom, enabling far-reaching provisions on limitation of liability that would not be permissible under German or French law.

Our lawyers specializing in international, commercial and trade law will help you draft clauses that will precisely and effectively secure your contracts. We ensure that international contractual relationships include an explicit general terms and conditions (GTC) acceptance clause in addition to the limitation of liability clause usually contained in the GTC.

A non-compete clause prevents the other party to the contract, such as a distribution or co-development partner, from competing directly with your company during or after the term of the contract. This protects your trade secrets, strategic projects, and customer relationships from unfair competition.
For instance, if you develop innovative technology with a foreign business partner, the non-compete clause can prevent them from using the acquired knowledge to establish a competing company.
Our lawyers specializing in international, commercial and trade law will help you draft legally compliant, balanced non-competition clauses tailored to your needs to effectively protect your strategic projects and investments.

Cette clause définit les conditions dans lesquelles vous pouvez mettre fin au contrat sans encourir de pénalités. Elle permet de résilier le contrat de manière ordonnée si l’autre partie ne respecte pas ses engagements. Cela vous évite de rester bloqué dans une relation commerciale non rentable. Par exemple, si un fournisseur ne respecte pas les délais de livraison ou la qualité des produits, une « clause de résiliation » vous permet de mettre fin au contrat sans devoir payer des pénalités ou indemnités, ce qui vous permettra de trouver rapidement un nouveau partenaire plus fiable. Nos avocats en droit international vous aident à rédiger des clauses de résiliation qui protègent vos intérêts en cas de non-exécution du contrat en France, en Allemagne ou dans un pays tiers, en étroite coopération avec nos confrères et partenaires étrangers du réseau international a-Global.

In certain cases, a company can be held responsible for its suppliers’ actions abroad. An increasing number of countries are now imposing transparency and due diligence requirements throughout the supply chain. This means that if a supplier violates human rights, uses forced labor, or causes environmental damage – even on the other side of the world – the commissioning company can be held liable. Such violations lead not only to legal sanctions and financial risks but also to reputational damage. Our lawyers specializing in international business and trade law can help you establish the appropriate contractual provisions, such as compliance, audit, and liability exemption clauses. They can also support you in complying with legal requirements for supply chain responsibility in France, Germany, or a third country, working closely with our foreign colleagues from our a-Global partner network.

A company can transfer the management of its international purchasing or sales processes to a local partner, for example, through a distribution or concession agreement. The partner acts in its own name, meaning the company does not need to establish a branch abroad.

This straightforward, cost-effective solution allows companies to tap into new markets and expand their international business activities while maintaining legal and financial control.

Our lawyers specializing in international commercial and trade law can help you draft distribution or concession agreements that comply with the law. Our goal is to protect your interests comprehensively and minimize legal and economic risks in France, Germany, and third countries. We work closely with our foreign colleagues from our a-Global partner network to achieve this.

Purchasing from abroad often involves specific risks, such as delivery delays, defective goods, blocked deliveries, and unexpected additional costs. To avoid these issues, it is crucial to establish a legally binding contract that includes a detailed description of the purchased item, binding delivery deadlines, warranties or guarantees, and specific provisions for performance disruptions.

Without a solid contractual basis, it can be difficult or even impossible to enforce your claims against a foreign supplier in the event of a serious incident.

Our lawyers specializing in international commercial and trade law can support you in drafting and negotiating international sales contracts to protect your company at every stage of the materials procurement and management processes. This applies to purchasing transactions with suppliers in France, Germany, and other countries, in close cooperation with our foreign colleagues from our a-Global partner network.

In import and export transactions, it is crucial to clearly define the rights and responsibilities of the contracting parties. Who pays for transportation? Who is responsible for loss or damage to the goods? Who is responsible for customs formalities? Incoterms are an effective tool that eliminates the need to negotiate these elements individually. These are standardized rules established by the International Chamber of Commerce (ICC) in Paris that clearly define the distribution of costs, risks, and obligations between the buyer and seller.

However, be careful: there is no Incoterms clause that is suitable for every situation. The right Incoterms clause must be selected based on the respective contract. There are eleven Incoterms in total, divided into four main groups. Some apply exclusively to sea or inland waterway transport, such as FOB or CIF, while others can be used regardless of the means of transport, such as EXW, DDP, or FCA. Each clause has specific implications for the transfer of risk and contractual obligations – some are more advantageous for the seller and others for the buyer.

Our lawyers specializing in international, commercial and trade law will help you identify the right Incoterms clause for your business, integrate it correctly into your contracts, and ensure that all involved parties – transport service providers, customers, and suppliers – have the same understanding of it. This applies to contractual relationships in France, Germany, and third countries. We work closely with our foreign colleagues from our a-Global partner network to ensure this. Our goal is to prevent misunderstandings or disputes regarding shipping, payment, or delivery of goods.

To reduce costs in foreign trade, it is crucial to understand the available customs procedures thoroughly.

Our lawyers specializing in international, commercial and trade law will help you identify and implement the most economically viable solutions for your import and export transactions in France, Germany, or a third country in close cooperation with our foreign colleagues from our a-Global partner network. We advise you on the use of preferential trade agreements and special customs procedures, and we ensure that your company complies with the respective countries’ tax and customs requirements.

In some countries, non-resident companies must appoint a tax representative to properly handle value-added (sales) tax and other applicable tax obligations. A tax representative helps avoid tax complications and ensures compliance with local regulations.

Our lawyers specializing in international, commercial and trade law help companies determine if a tax representative is necessary and assist them in finding and appointing one. We ensure that all local tax obligations are met to avoid sanctions or administrative hurdles in the export process in France, Germany, and third countries. We work closely with our foreign colleagues from our a-Global partner network to accomplish this.

A commercial agent promotes your products or services in a specific market on behalf of your company. They acquire potential customers who place orders directly with your company. For this reason, cross-border supply contracts are exclusively between your company and foreign customers, with no legal involvement of the commercial agent. Therefore, commercial agents do not act on your behalf or purchase your products or services to resell them to customers. They act solely as intermediaries and do not maintain any contractual relationships with customers themselves. Therefore, they cannot generate their own margin because they do not resell the products. Instead, they have a commercial agency agreement with your company and receive a commission on transactions they broker. Since they do not purchase any goods, they bear low financial risk.

On the other hand, an authorized dealer or distributor purchases your products or services and resells them in their own name and on their own account. Unlike a commercial agent, who receives a commission from the manufacturer, a distribution partner generates income through an agreed-upon trade margin. They also bear the storage costs and the full distribution risk. In return, they are often granted an exclusive distribution area.

Your strategic orientation will heavily influence your decision between a commercial agent and an authorized dealer. A commercial agent enables rapid market entry without large initial investments. An authorized dealer, on the other hand, requires an initial investment in its own sales and warehouse concept but often provides more intensive on-site support.

Unlike authorized dealers, commercial agents have no contractual relationship with customers. For this reason, they are generally entitled to compensation in the event of contract termination. For this reason, it is usually easier and less expensive to part ways with an authorized dealer or other distribution partner than with a commercial agent.

Our lawyers specializing in international, commercial and trade law will help you identify the right distribution concept for your business model abroad. They will also assist you in negotiating and drafting relevant contracts in a legally compliant manner.

To ensure that international distribution agreements are legally sound, it is important to precisely draft their content and clauses: This includes the precise definition of sales territories, exclusivity between the contracting parties (possibly mutual), the term of the contract, provisions governing termination and notice periods, specific performance targets and minimum purchase quantities, and responsibilities regarding payment obligations and conformity of goods.

A carefully worded contract reduces the risk of disputes and protects your interests in the event of a conflict.

Our lawyers specializing in international, commercial and trade law can support you in drafting distribution agreements tailored to your business requirements in France, Germany, or a third country. We collaborate closely with our foreign colleagues from our a-Global partner network to ensure compliance with national and international regulations.

While international sales can significantly increase your revenue, they also entail legal, tax, and strategic risks. Working with an unsuitable distribution partner or using an imprecisely worded contract that does not address your company’s specific requirements can lead to payment defaults, delivery delays, and uncertainty about the rights and obligations of the contracting parties. This can result in costly legal disputes and a high potential for conflict.

Thoroughly planning and structuring these aspects from the beginning establishes the basis for legally sound contracts and stable international growth.

Our lawyers specializing in international, commercial and trade law support you in optimizing your international sales strategy by drafting legally secure contracts and ensuring compliance with all relevant national and international regulations in France, Germany, and other countries through our a-Global partner network.

In France, terminating a contract with a business partner is considered an abuse of rights if done without good cause, without complying with the notice period stipulated in the contract or by law, or if done abruptly or under unreasonable circumstances. Such cases can have serious legal and financial consequences, particularly in the form of damage claims.

French law provides strong protection for business partners who have been victims of abusive or “brutal” contract termination. For this reason, foreign business partners should take specific contractual precautions to avoid the application of French law, and at the very least, the jurisdiction of French courts.

Given the potential for lengthy, costly, and legally uncertain disputes, it is advisable to invest early on in the legal optimization of distribution agreements to protect and sustainably secure business relationships.

Our lawyers specializing in commercial and international business law can assist you with the legal assessment of contract terminations, documentation of termination reasons, and careful preparation and legally sound implementation of terminations, including the necessary notifications.

Secondment and expatriation are two forms of international mobility with specific consequences regarding employment contracts and social security laws. In the case of secondment, an employee remains affiliated with the social security system of its home country due to European or bilateral regulations. For example, an employee working in Germany who is temporarily transferred to another EU member state (e.g., France) for less than 18 months remains subject to German social security regulations.

Expatriation, on the other hand, refers to situations where there are no special rules for temporarily maintaining social security obligations, so an employee’s assignment abroad usually leads to a locally concluded employment contract and integration into the local social security system.

Our lawyers specializing in international labor law will assist you in drafting legally compliant contracts and advise you on a mobility strategy tailored to your needs, whether you are in Germany, France, or a third country. We work closely with our foreign colleagues from our a-Global partner network to provide this service.

We support you in the legal analysis and drafting of relevant contracts and framework conditions, including the assignment’s duration, cost coverage, applicable social security law, the tax treatment of foreign assignments, the granting of additional benefits (such as foreign allowances, housing cost coverage, tax equalization payments, and additional health insurance), and the employee’s reintegration under labor law upon returning to their country of origin.

In the context of international mobility, an employment contract must be drafted with particular care. It must clearly specify which national labor law provisions apply if the employee works in several countries or is employed by several employers in different countries (e.g., an international group of companies).

Our lawyers specializing in international employment law can support you in drafting, negotiating, and legally optimizing such contracts. We ensure that your employment contracts comply with relevant national and international regulations in Germany, France, and other countries, collaborating closely with our foreign colleagues from our a-Global partner network.

When an employee begins working abroad, it is essential to promptly determine which social security and tax laws apply to avoid double contributions to multiple national social security systems or double taxation. The applicable obligations are governed by relevant EU regulations (European social security law) and bilateral agreements (double taxation agreements, or DTAs).

For instance, an employee posted within the EU is typically covered by its home country’s social security system (as evidenced by Form A1), whereas an expatriate is generally subject to the host country’s social security system.

Our lawyers specializing in international labor law will help you review the applicable social security and tax laws early on and take them into account when drafting contracts. We ensure that all formalities, notifications, and certificates (e.g., social security forms and tax returns) are completed correctly and help minimize the social security and tax burden on employees working internationally.

Cross-border home office work raises various issues related to labor law, social security, tax law, and data protection. The legality of working from home abroad depends on European regulations, bilateral agreements on international social security obligations, double taxation agreements (e.g., the DTA between Germany and France), special labor laws of the country of residence, and GDPR provisions on data processing.

For example, in practice, it must be examined whether working from home abroad could lead to a change in the applicable employment law or cause the employee to lose their previous social security or tax status. This could result in significant financial disadvantages.

Our lawyers specializing in international labor law will help you design and draft cross-border home office regulations that comply with all relevant national regulations in Germany, France, or a third country. In close cooperation with our foreign colleagues from our a-Global partner network, we ensure comprehensive legal protection for cross-border home office arrangements in your company.

When an employee is transferred within an international group of companies – for instance, from the group headquarters to a foreign subsidiary – several questions must be answered beforehand. Which law will apply to the employment relationship? Will the transfer affect the employee’s social security or tax status? Will the employer (group) be responsible for any financial consequences of the transfer?

Without adequate regulation, intra-group transfers can quickly lead to labor law conflicts, uncertainties about the distribution of roles between employers, and significant additional costs.

Our lawyers specializing in international labor law can support you in legally implementing such intra-group employee transfers. We draft tripartite agreements between the old and new employers and the employee that comply with national legal requirements in Germany, France, or a third country. We work closely with our foreign colleagues from our a-Global partner network to accomplish this.

Cross-border temporary agency work occurs when an employee is hired by a temporary employment agency in one country and then works temporarily for a client company in another country.

This model is subject to strict national and European regulations, particularly regarding remuneration structures, working conditions, and social security protection.

Our lawyers specializing in international labor law support the legally compliant implementation of cross-border temporary employment. We ensure that all contracts comply with international, European, and national regulations in Germany, France, and other countries, collaborating closely with our foreign colleagues from our a-Global partner network.

A guarantee occurs when a third party – usually a manager or another company within the same group – agrees to pay a debt if the originally obligated party is unable to do so.

However, in an international context, a guarantee poses additional challenges because each country has its own legal requirements regarding content and form. Therefore, it is essential to check in advance whether the guarantee is legally recognized and enforceable in the respective country.

Our lawyers specializing in international, commercial and trade law can help you draft contracts with the appropriate clauses, especially with regard to choice of law and agreement on jurisdiction. We support you in negotiating and legally structuring all financing instruments and securities in France, Germany, and third countries in close cooperation with our foreign colleagues from our a-Global partner network.

Leasing is an attractive financing option for capital goods because it allows you to avoid paying the entire purchase price up front. In international business, leasing allows you to spread payments out over a longer period. In certain countries, you can even take advantage of tax benefits.

However, it is crucial that leasing agreements abroad are precisely worded, especially regarding the purchase option at the end of the term, payment terms, and protection in the event of damage. Different tax and accounting regulations apply to leasing agreements in each country, which can significantly impact the financing structure.

Our lawyers specializing in international, commercial and trade law can support you in negotiating and drafting legally compliant leasing agreements in France, Germany, and other countries. In close cooperation with our foreign colleagues from our a-Global partner network, we ensure that the agreements comply with local regulations and advise you on the necessary collateral to avoid unexpected disadvantages, such as tax burdens.

Factoring, the sale of receivables to a specialized company, can be a sensible solution for quickly converting international outstanding receivables into liquidity. Selling unpaid invoices improves your cash flow because you don’t have to wait for customer payments. This reduces payment defaults and stabilizes your company’s cash flow.

However, it is crucial to carefully review the calculation of fees, contractual terms, and the legal framework in the country where the factor operates.

Our lawyers specializing in international, commercial and trade law will advise you on selecting a suitable factoring partner and support you in drafting legally compliant contracts to protect your receivables in France, Germany, or a third country. We work closely with our foreign colleagues from our a-Global partner network to provide this service. We ensure that assignments of claims are effective in countries affected by factoring and that all legal requirements are met.

International financing agreements can entail considerable risks if their terms are not carefully negotiated. These risks include variable interest rates, termination clauses with high early repayment penalties if the bank terminates the agreement prematurely, and the choice of competent court in the event of a dispute. Since legal systems vary from country to country, certain clauses may be inapplicable or disadvantageous in a given country.

Jurisdiction and choice of law clauses are particularly critical because their invalidity can lead to significant legal and financial disadvantages. Therefore, it is essential to examine the legal implications of key contractual clauses in advance.

Our lawyers specializing in international, commercial and trade law can help you draft financing agreements that are legally compliant. We ensure that all essential clauses, particularly those relating to term, payment modalities, contractual penalties, and bank guarantees, align with your company’s interests and comply with the legal requirements of the country where the agreement will be executed.

As part of their standardized contracts, banks often use overly broad or opaque clauses. Certain clauses, such as those relating to jurisdiction, are sometimes legally ineffective and can be deemed invalid by courts during litigation. Without legal counsel, however, companies often fail to recognize critical clauses and unknowingly accept terms that are disadvantageous or unenforceable in the event of a dispute.

Our lawyers specializing in international, commercial and trade law carefully review international banking agreements, helping you identify non-transparent or surprising clauses. They can successfully challenge the legal validity of these clauses during contract negotiations or court proceedings and negotiate legally secure contract terms that are in your company’s best interests.

When a company plans to sell assets or a business unit (usually in the form of a fonds de commerce in France) to a foreign buyer, the applicable legal framework becomes a key consideration. Since assets, such as real estate, business divisions, industrial property rights, and customer bases, are closely linked to their country of location, it is rare for a foreign buyer to fully integrate these assets into its own structure abroad.
Instead, the foreign buyer will typically first establish a subsidiary in the target company’s country, which then acquires the assets or business division.
Thus, an international asset deal is usually not a cross-border company purchase in the narrow sense, but rather a local transaction carried out as part of an international group development (i.e., establishment of the foreign subsidiary as the purchaser of the assets).
Our lawyers specializing in international commercial and trade law, as well as M&A law, provide comprehensive advice on the legally compliant structuring and execution of such cross-border transactions in Germany, France, and third countries. They work closely with our colleagues from our a-Global partner network.

When a group plans to sell a subsidiary as part of a share deal, the question arises as to which legal system applies to the share purchase agreement. In theory, buyers and sellers can choose the applicable legal system within the scope of their freedom of contract.
In practice, however, a share deal covers not only the contractual aspect of the purchase, but also the transfer of ownership of the shares. This transfer of ownership is subject to the law of the country in which the target company is based – the so-called “lex societatis”.
Therefore, it is essential for both the seller (transferor) and the buyer (transferee) to comply with the corporate law requirements of the target company’s country of incorporation. To avoid unnecessary complications, the same law should generally be chosen for the entire share purchase agreement – i.e., the law applicable at the registered office of the target company (lex societatis).
For international share deals, our lawyers specializing in international commercial and trade law, as well as M&A law, regularly recommend specifying the company law at the registered office of the target company as the uniform contract statute for reasons of practical feasibility and strategic efficiency.

Thorough preparation is always essential when acquiring a company, whether through an asset deal (sale of assets), a business unit/fonds de commerce, or a share deal (sale of shares or stock). This includes the conclusion of preliminary agreements, such as a confidentiality agreement (non-disclosure agreement/NDA) or a letter of intent (LOI), as well as legal, tax, and financial due diligence. This involves compiling all legally relevant documents, reviewing current contracts, and identifying and assessing potential risks, such as those related to legal, tax, labor law, or environmental issues. It is also necessary to determine if official approvals are required, such as in merger control or foreign investment control.

Thoroughly preparing these aspects provides planning security, accelerates the transaction process, and reduces the risk of subsequent delays or blockages.

Our lawyers specializing in international commercial and trade law, as well as M&A law, will support you in the targeted preparation of cross-border company acquisitions. We draft and review all necessary contractual documents and provide legally compliant support throughout all phases of the transaction in Germany, France, or a third country – from the preparatory phase and due diligence to contract negotiations and signing and closing (completion of the transaction through payment of the purchase price and transfer of assets or company shares). We coordinate closely with our colleagues from our a-Global partner network to provide our advice.

When acquiring a company abroad, unforeseen legal, tax, labor, or financial risks may arise. These risks can manifest as hidden defects, such as unknown liabilities or financial risks, pending legal proceedings, inadequately drafted contracts, or a general lack of legal compliance with local regulations on the part of the target company.

Differences in country-specific labor, tax, and competition laws can significantly impact the valuation of the acquired company and its economic or financial situation.

Our lawyers specializing in international commercial and trade law, as well as M&A law, will assist you in conducting comprehensive legal, tax, and financial due diligence. This will allow you to identify potential risks early on and consider them in your decision-making process before signing the company purchase agreement.

In principle, companies based in different countries can merge across borders. Within the European Union, EU directives on cross-border mergers, as well as the European Court of Justice’s case law, enable the cross-border merger of two companies from different member states into a single company.

However, such projects require compliance with specific legal requirements in each participating country. These requirements may include provisions regarding the information and participation of employees, the tax treatment of asset transfers, and the protection of creditors’ rights.

Our lawyers specializing in international commercial and trade law, as well as M&A law, will assist you with the legal planning and implementation of cross-border mergers in Germany, France, or a third country. They will work closely with our colleagues from our a-Global partner network.

Any company based in the European Union (EU) can transfer its registered office to another EU member state without first dissolving and liquidating in its country of origin (with taxation of hidden reserves) and reestablishing itself in the destination country.

For instance, a German GmbH can convert its registered office to a French SAS across borders. This type of transfer is made possible by the case law of the European Court of Justice and the relevant conversion directives, which allow for a transfer of registered office while maintaining the legal identity of the company.

Our lawyers specializing in international corporate law provide comprehensive advice and support in preparing for and implementing a cross-border change of registered office. This includes converting legal forms, such as changing from a GmbH to an SAS, and ensuring compliance with all legal requirements in Germany, France, or any other EU member state. We work closely with our colleagues from our a-Global partner network to provide this service.

Non-contractual legal violations can affect many business situations, including product liability for defective goods that cause damage to customers or third parties, unfair competitive practices such as imitation, market displacement, or the unlawful use of trademarks or company logos, unlawful termination of contract negotiations, and internet-related offenses such as identity theft, defamation, and online reputation damage. Even outside of any contractual relationship, the affected company can hold the responsible third party liable. However, it is crucial to act quickly to secure evidence and comply with statutes of limitations. Our lawyers specializing in international, commercial and trade law can help you classify the specific legal violation, gather necessary evidence, and enforce your claims in the appropriate court.

The European Union provides a uniform instrument applicable to all member states: the EU Regulation “Rome II” on the applicable law of non-contractual obligations. According to this regulation, the law of the country in which the breach of duty occurred, or the damage arose generally applies. This means that if a German company suffers damage abroad, the case may be subject to a foreign legal system with regulations that differ significantly from those in Germany, particularly with regard to limitation periods, liability requirements, presumptions of burden of proof, and compensation regulations.

The EU Rome II Regulation applies to many situations, including product liability and product safety liability, unfair competition, infringement of intellectual property rights, termination of contract negotiations, and digital offenses, such as cyberattacks, online defamation, and data protection violations.

Our lawyers specializing in international, commercial and trade law will assist you in determining the applicable legal system and represent your interests in court or arbitration proceedings in Germany, France, or a third country in close cooperation with our foreign colleagues from our a-Global partner network.

Even if your company did not manufacture a defective product – for example, if the defect is due to a faulty component from a supplier or subcontractor – you may still be liable as the product’s seller, distributor, or importer. This form of liability is common in international trade. If a defective product that you distribute causes damage, the customer or a third party can assert claims directly against you.

Our lawyers specializing in international, commercial and trade law can help you put appropriate contractual safeguards in place, particularly through hold harmless clauses in your contracts with suppliers and subcontractors.

Should an international dispute arise in product liability, our lawyers specializing in cross-border litigation will represent your company before state courts or arbitration tribunals in Germany, France, or a third country. In proceedings abroad, we collaborate closely with our foreign colleagues from our a-Global partner network to successfully defend your interests.

In an international context, the applicable law is usually determined by where the damage occurs. This rule raises key questions, particularly in cases of unfair competition or digital offenses. Where exactly does the economic damage occur? In which market does the impairment arise?

The answer to these questions has a significant impact on the success of legal action. Our lawyers specializing in international, commercial and trade law carefully analyze which legal system and court are most favorable to your interests, thereby maximizing your chances of success. We support you in Germany, France, and third countries, working closely with our foreign colleagues from our a-Global partner network.

In an international context, applicable law is typically determined by where the damage is suffered. This rule raises key questions, particularly in cases of unfair competition or digital offenses. Where exactly does the economic damage occur? In which market does the impairment arise?

The answers to these questions significantly impact the success of legal action. Our lawyers specializing in international, commercial and trade law carefully analyze which legal system and court are most favorable to your interests, thereby maximizing your chances of success. We support you in Germany, France, and other countries, collaborating closely with our foreign colleagues from our a-Global partner network.

In general, the transfer of customer data abroad is permitted, but only under certain conditions. The General Data Protection Regulation (GDPR) imposes strict requirements for transferring personal data to third countries outside the EU. An adequate level of protection must either exist in the recipient country, according to the European Commission’s list, or appropriate safeguards must be put in place. These safeguards can include standardized contractual clauses, binding corporate rules, or other mechanisms recognized by the EU. Our lawyers specializing in data protection will support you in ensuring that such data transfers are legally compliant. We draft appropriate contractual clauses, verify the admissibility of data transfers under the GDPR, and ensure compliance with the recipient country’s national regulations.

As a general rule, your company is liable as the data controller. Even if the breach is due to misconduct by your foreign processor, you are still the primary contact for supervisory authorities and data subjects.

Therefore, it is crucial to select your business partners carefully and secure your contractual relationships with them in a legally clear and effective manner.

Our international lawyers specializing in data protection can help you limit your liability risks effectively in Germany, France, and third countries by working closely with our foreign colleagues from our a-Global partner network.

If your company is based outside the European Union (EU) but processes the personal data of EU individuals, you are required to appoint a GDPR representative within the EU. This person or entity will serve as the central point of contact for data protection authorities and data subjects within the EU.

Our lawyers specializing in international data protection will support you every step of the way, from selecting a suitable representative, to drafting a legally compliant mandate, to implementing your cross-border GDPR obligations. We provide comprehensive advice in Germany, France, and third countries in close cooperation with our foreign colleagues from our a-Global partner network.

Contracts must adhere to the fundamental principles of free and unrestricted competition. Therefore, it is essential to avoid clauses that could restrict competition in an impermissible manner, such as price fixing, excessive territorial restrictions, or quota regulations.

Our lawyers specializing in European and international competition law will review your contracts for any problematic provisions and ensure that your agreements comply with applicable competition law regulations in Germany, France, or a third country. They will work closely with our foreign colleagues from our a-Global partner network to accomplish this.

Certain behaviors can be classified as anti-competitive, even if they seem like common business practices. For instance, the exchange of confidential price information and the division of markets between competitors are strictly prohibited under European and international competition law.

Particular care must be taken when working with foreign partners to ensure that no tacit agreements are made that could impair competition.

Our lawyers specializing in European and international competition law can advise you on internationally proven compliance standards and ensure that your cooperation agreements with domestic and foreign partners are legally compliant, whether in Germany, France, or a third country. We work closely with our foreign colleagues from our a-Global partner network to provide this service.

When planning mergers or acquisitions on an international scale, it is essential to determine in advance if the intended transaction could result in a dominant market position. In such cases, prior approval from national or European competition authorities (merger control) may be required to ensure that the transaction does not impair competition.

Our lawyers specializing in competition law analyze the implications of your planned corporate restructuring or acquisitions under competition law and support you in legally implementing all national and international (European) regulatory requirements in Germany, France, or a third country. We work closely with our foreign colleagues from our a-Global partner network to achieve this.

In the event of insolvency within the European Union, the competent court is determined by the location of the “center of main interests” (COMI) of the insolvent company.

Depending on the economic focus of the debtor’s activities, whether in Germany, France, or a third country, our lawyers specializing in international insolvency law will assist you in determining the internationally competent insolvency court in close coordination with our colleagues from our a-Global partner network.

The insolvency of a foreign business partner – whether a supplier or customer – can significantly impact your contracts and deliveries. For example, if insolvency proceedings are opened against a foreign customer, there is a risk that outstanding claims will go unpaid.

Therefore, it is essential to carefully examine how foreign insolvency proceedings affect your contractual rights and obligations. Some countries have special regulations to protect foreign creditors, while others apply the same rules to both domestic and foreign parties.

Our lawyers specializing in international commercial and insolvency law can advise you on the best legal strategies to protect your interests and safeguard your claims in the event of the insolvency of a foreign business partner in Germany, France, or a third country, in close cooperation with our colleagues from our a-Global partner network.

In general, a property located abroad can be transferred by gift or inheritance, but the applicable local property law (lex rei sitae) must be observed. Before gifting or transferring real estate abroad, you must carefully examine the respective property rights, local formal requirements, and the recognition of German or French documents in the destination country.

Our lawyers specializing in international inheritance and property law will ensure that your gift or inheritance arrangements are legally valid in every relevant country. They will assist you with cross-border coordination with all the necessary authorities, such as notaries, courts, banks, and tax advisors, in Germany, France, or a third country. They will work closely with colleagues from our a-Global partner network.

Anyone who owns real estate abroad should be aware that inheritance of such assets is usually governed by the laws of the country where the property is located (lex rei sitae). However, under certain conditions, the European Succession Regulation (EU/VO 650/2012) allows you to choose the applicable inheritance law for your entire estate, such as the law of your home country.

Our lawyers specializing in international inheritance law provide comprehensive advice on choosing the applicable law and ensure that your estate planning arrangements align with your interests and can be implemented in a legal and secure manner – in Germany, France, or a third country – in close cooperation with our colleagues from our a-Global partner network.

The transfer of real estate by gift or inheritance may be subject to taxation in two places: the country where the property is located and the country of residence of the testator, donor, or acquirer. This taxation may take the form of inheritance or gift tax, as well as real estate transfer tax. This can lead to double taxation.

Our lawyers specializing in international inheritance and property law can review the relevant bilateral double taxation agreements and develop a customized, tax-optimized succession or transfer strategy for you. This could include gifts with usufruct rights, adjustments to the matrimonial property regime, or the establishment of a legally optimized asset structure, such as a family holding company.

The European Order for Payment procedure is a simple and efficient tool for enforcing outstanding claims against debtors in other EU member states (excluding Denmark) without having to appear in person.

This standardized procedure allows cross-border monetary claims to be enforced quickly and cost-effectively with full enforceability and automatic recognition in all EU countries.

Our lawyers specializing in international litigation will prepare the entire application for the European Order for Payment, submit it to the competent court, and guide you through all steps of the procedure.

Jurisdiction, i.e., whether a dispute is heard before German, French, or foreign courts, depends on various factors. These factors include the existence of an exclusive jurisdiction clause, the role in the proceedings (plaintiff or defendant), the place where contractual obligations are performed (e.g., place of delivery), and the place where damage occurred in the case of non-contractual breaches of duty.

The Brussels Ia Regulation provides uniform rules on jurisdiction in all EU member states (except Denmark) and helps resolve conflicts of jurisdiction.

Our lawyers specializing in international procedural and contract law analyze your contracts and the specific facts of your case to determine and enforce the jurisdiction that best suits your interests in Germany, France, or a third country. We work closely with our colleagues from our a-Global partner network to achieve this.

If a company is sued in a foreign court, swift and strategic action is essential. There are often short deadlines for responding to a lawsuit, such as raising a jurisdictional objection, defending the case on its merits, or initiating an out-of-court settlement.

Since each national code of civil procedure has its own rules, precise knowledge of the requirements is essential.

Our lawyers specializing in international litigation and commercial law analyze your specific circumstances. In close cooperation with our colleagues from our a-Global partner network, they develop a tailored defense strategy to protect your interests and minimize financial risks, whether in Germany, France, or a third country.

Like international commercial mediation, international arbitration is one of the alternative dispute resolution (ADR) methods used in cross-border commercial transactions. It is an effective alternative to traditional state court proceedings because it allows international B2B disputes to be resolved without submitting to the jurisdiction of a foreign national court. Instead, disputes are resolved by a private, supranational arbitral tribunal consisting of one or several arbitrators, usually three.

International arbitration offers numerous advantages, including the neutrality of the arbitral tribunal with respect to the parties’ different nationalities, flexible proceedings, the speed with which final, enforceable decisions are rendered, highly specialized arbitrators (who are selected by the parties based on their technical or legal expertise), the option to conduct proceedings in English or another language, confidentiality, and the ease with which arbitral awards are recognized and enforced abroad. The higher administrative costs associated with arbitration can be offset by the proceedings’ specific efficiency and speed.

However, arbitration does not apply automatically. Rather, it requires the agreement of both parties, either through an arbitration clause in the original contract or a separate agreement after a dispute arises.

There are two forms of arbitration: institutional, in which an arbitration institution organizes the proceedings, and ad hoc, in which the parties organize the proceedings themselves with the assistance of their lawyer and under certain legislations (e.g. France) a supporting judge of a State Court.

Our lawyers specializing in international arbitration law can support you with drafting a legally compliant arbitration agreement and initiating institutional or ad hoc arbitration proceedings. They can also help you with the selection of the arbitration institution and the appointment of arbitrators, as well as the drafting and review of the arbitration mandate. They can assist you prepare pleadings and exhibits and represent you in arbitration proceedings. They can also support you with the legal interpretation of the arbitral tribunal’s decision and the recognition and enforcement of the arbitral award in France, Germany, or a third country. We work closely with our colleagues from our a-Global partner network.

When parties opt for institutional arbitration in their contract, the question arises as to which institution is best suited to organize the proceedings. Globally recognized institutions specialize in conducting international arbitration proceedings. Notable institutions include the International Chamber of Commerce (ICC) in Paris, the London Court of International Arbitration (LCIA), the Singapore International Arbitration Centre (SIAC), and the Center for International Investment Arbitration (CIRDI) in Washington, which are particularly renowned for investment protection proceedings between states and investors. In France, in addition to the renowned Cour Internationale d’Arbitrage de la CCI (ICC) in Paris, there are other high-quality institutions, such as the Centre d’arbitrage et de médiation de Paris (CAMP), the Association française d’arbitrage (AFA) in Paris, and the Centre interprofessionnel de médiation et d’arbitrage (CIMA) in Lyon. These institutions specialize in national and international proceedings.

In Germany, institutional arbitration is less diverse and is primarily managed by the German Institution of Arbitration (Deutsche Institution für Schiedsgerichtsbarkeit – DIS).

The choice of the appropriate arbitration institution depends on various factors, including the field of business activity, the registered office and legal profile of the contractual partner, the economic significance of the case, and any industry-specific requirements. Our lawyers specializing in international arbitration law can help you select the most suitable institution and represent your interests throughout arbitration proceedings in France, Germany, or a third country, in close coordination with our colleagues from our a-Global partner network.

The wording of an arbitration agreement must be precise. At a minimum, an arbitration clause should clearly and unambiguously specify the type of arbitration proceedings, whether institutional or ad hoc, the seat of the arbitral tribunal, the number of arbitrators, the language of the proceedings, and the applicable procedural law.

If institutional arbitration is chosen, the arbitration institution agreed upon by the parties must be clearly named. This institution is responsible for ensuring that the arbitration proceedings run smoothly. In practice, an arbitration clause is often supplemented by a mediation clause. According to this clause, mediation proceedings must be conducted first and fail to reach an amicable settlement before arbitration proceedings can be initiated.

Under certain circumstances, it may also be advisable to draft a “hybrid” clause, combining elements of a jurisdiction clause and an arbitration clause, in compliance with the relevant legal requirements.

Our lawyers specializing in international contract and arbitration law will negotiate and draft a legally secure and enforceable arbitration agreement tailored to your business needs that will best protect your interests in the event of a conflict in France, Germany, or a third country. We work closely with our colleagues from our a-Global partner network to achieve this.

When a court or arbitration tribunal rules in your favor, you may wonder how the ruling can be recognized and enforced abroad. For example, you may want to know how to do this in the country where your company is based or where the debtor’s assets are located.

If the decision was made by a state court within the European Union, then enforcement in another member state is generally straightforward because current EU law does not require separate exequatur proceedings. The decision is immediately enforceable if certain formalities are met and does not require additional recognition by a national court.

The situation is different if the court decision was issued outside the EU or is to be enforced in a non-EU country. In such cases, an exequatur procedure is usually required. This is a secondary court procedure for recognizing and issuing an enforcement clause. It is carried out based on bilateral or multilateral agreements, if available.

Different rules apply to the enforcement of an arbitral award. Although an arbitral award must always be declared enforceable within the framework of exequatur proceedings in an international context, the worldwide enforceability of foreign arbitral awards is best guaranteed by the New York Convention of June 10, 1958, on the Recognition and Enforcement of Foreign Arbitral Awards. This is because the legal requirements for recognition and enforcement are comparatively low, and the convention applies in more than 160 countries worldwide.

Our lawyers specializing in international litigation and enforcement law provide comprehensive advice on the recognition and enforcement of foreign court or arbitral awards. They also represent clients in exequatur proceedings in Germany, France, and third countries, working closely with our colleagues from our a-Global partner network.