International Commercial Agency and Distribution Agreements is a much-used practical guide to drafting and negotiating commercial agency, exclusive distribution, and franchising agreements. In this enriched second edition of a proven, indispensable practical guide, the contributors have all updated their country reports with recent cases and commentary and an abundance of new sample clauses and other practical features. In addition, four major jurisdictions - Brazil, England, Japan, and the United States - have been added, bringing the total number of country reports to nineteen. What's in this book: The first edition is well known among commercial law practitioners as the preeminent hands-on guide to drafting effective distribution agreements tailored specifically to countries in which foreign direct investment is a major component of the economy. This second edition keeps the original format, with each chapter covering all the following matters and more: pre-contractual information disclosure; administrative formalities and reporting obligations; role of professional bodies; applicable vertical restraints; applicable private international rules; availability of EU block exemptions; rights and obligations of all parties to each other and to third parties; intellectual property rights; data protection; provisions for Internet sales; undertaking not to compete; right to indemnities; sanctions in case of noncompliance; sub-distributors; resale pricing; liability toward end users; warranties; grounds for termination; damages in the event of unjustified (abusive) termination; acquisition or lease of site by franchisee; post-contract improvements and modifications of standards and specifications; franchisor's initial and continuing assistance to franchisee; and bankruptcy procedure. Local experts provide detailed information on specific applicable law, major current case law, drafting guidance with specific clauses, and official English versions of relevant primary material. Case law summaries clearly expose the issues from which disputes arise, - and the financial consequences of those disputes - and the practical discussion includes sample clauses designed to anticipate those issues and avoid the pitfalls to which they often lead. How this will help you: This book helps the readers gain a comprehensive understanding of legislation, regulation, and case law affecting distribution agreements in major jurisdictions worldwide and thereby confidently approach the contractual specifics and possibilities offered in each jurisdiction. The ready-to-adapt contractual clauses provided on a case-by-case basis serves as a handbook to corporate counsel, legal scholars, and other lawyers negotiating international commercial distribution agreements.

2009 RELEASE: “International Agency and Distribution Law”, a three-volume set with more than 1,800 pages, examines countries in North and South America, Asia and the Pacific, the Middle East, and Europe and their laws affecting the sale of goods through use of local agents and distributors, addressing issues relating to distribution contracts, employment, tax liabilities, liability for the acts of the agent, and dispute resolution. The reports are prepared by local business practitioners. Order volumes II and III to complete the set. The publication is replaced by updated volumes annually. A 10% discount applies to a subscription for next year's update. A 25% discount applies to a subscription for three years of updates. Discounts are applied after purchase by rebate from publisher.

This new Second Edition of the acclaimed & successful work, originally produced by the EEC Law Commission of the Association internationale des jeunes avocats (A.I.J.A.), has now been thoroughly revised, updated, & also expanded to include EFTA countries. An assessment of EEC (and in turn the situation pertaining to EFTA states) law & jurisprudence as it affects agency, distribution & franchising agreements is made at the outset. There then follows a detailed comparative analysis of the different national legal regimes (country by country) governing such arrangements within the EC & EFTA states, & an explanation of the extent to which EC law & practice is or may already be applicable to them. The systematic & thorough research presented in this text is structured to facilitate cross reference & comparison, & supplemented by case law & legislative references. The authors are practitioners of law who are frequently involved in the field of commercial agency & distribution agreements in the twelve member states, & members of the Association internationale des jeunes avocats (A.I.J.A.).

The rules presented in this volume of "Principles of European Law" deal with commercial agency, franchise and distribution contracts, and with other contracts where one party uses the other party's skill and efforts to bring its products to the market. Although these Principles are not directly applicable to other long-term (commercial) contracts, some of the Articles may be applied to such contracts by way of analogy where appropriate. The economic function of all three contracts is that they are instrumental in bringing products to the market. They are so-called vertical agreements, as they are agreements between economic actors on different levels in the production and distribution chain. Obviously, the economic importance of these contracts is enormous since they form the connection between producers and retailers who sell the products to consumers and other final users. There are only very few economic sectors where producers regularly sell their products directly to final consumer users. Goodwill compensation after the ending of a distribution contract, the moment at which the agent's commission is due, the franchisor's obligation to maintain the good reputation of the network are but a few examples of issues where specific rules are needed in order to give legal practice some guidance and to provide practitioners with a reasonable degree of legal certainty.

In this enriched new edition of a proven, indispensable practical guide to the drafting and negotiating of agency, distribution, and franchising agreements, the contributors have all updated their country reports with recent cases and commentary and an abundance of new sample clauses and other practical features. In addition, four major jurisdictions – Brazil, England, Japan, and the United States – have been added, bringing the total number of country reports to nineteen. The first edition is well known among commercial law practitioners as the preeminent hands-on guide to drafting effective distribution agreements tailored specifically to countries in which foreign direct investment is a major component of the economy. Local experts provide detailed information on specific applicable law, major current case law, drafting guidance with specific clauses, and official English versions of relevant primary material. Case law summaries clearly expose the issues from which disputes arise, – and the financial consequences of those disputes – and the practical discussion includes sample clauses designed to anticipate those issues and avoid the pitfalls to which they often lead. The enormous day-to-day usefulness of this book will be self-evident to corporate counsel and other lawyers negotiating international commercial distribution agreements. Legal scholars as well will welcome the book’s comparative study of applicable law on commercial contracts in a wide variety of national jurisdictions.

This book investigates the tensions between EU law and international commercial arbitration, i.e. tensions between two phenomena at opposite ends of the public to private ordering continuum. It focuses on the Commercial Agents Directive’s regime for indemnity and compensation as one of the most frequent source of these tensions. To mitigate the consequential problems, the book proposes and describes a comprehensive framework for a preferable system of reviewing arbitration agreements and arbitral awards. To this end, it explores the prerequisites of this system through comparative legal analysis of the German, Belgian, French and English systems of review, an assessment of the observable aspects of arbitral practice, game theoretical analysis of the arbitral process, and microeconomic analysis of the cross-border market for commercial agency.

What considerations do you need to take into account when planning an agreement? What writing techniques will ensure that your contract is suited to your needs? What provisions should you include in such a contract? Michala Meiselles answers these questio

Precise planning, drafting and vigorous negotiation lie at the heart of every international commercial agreement. But as the international business community moves toward the third decade of the twenty-first century, a large amount of the detail of these agreements has migrated to the Internet and has become part of electronic commerce. This incomparable one-volume work, now in its seventh edition, begins by discussing and analyzing all the basic components of international contracts regardless of whether the contracting parties are interacting face-to-face or dealing electronically at some distance from each other. The work stands alone among contract drafting guides and has proven its enduring worth. Using an established and highly practical format, the book offers precise information and analysis of a wide variety of issues and forms of agreement, as well as the various forms of international commercial dispute resolution. The seventh edition includes new and updated material on a large number of issues and concepts, such as: new developments and technical progress in electronic commerce; the use of concepts of standardization, i.e., the work of the International Organization for Standardization as a contract drafting tool; new developments in artificial intelligence in contract drafting; the use of cryptocurrencies as a payment device; expedited arbitration, early neutral evaluation and digital procedures for dispute resolution; online dispute resolution, including the phenomenon of the “robot arbitrator”; and foreign direct investment, investment law and investor-state dispute resolution. Each chapter provides numerous references to additional sources, including websites, journal articles, and texts. Materials from and citations to appropriate literature and languages other than English are included. Recognizing that business executives entering into an international commercial transaction are mainly interested in drafting and negotiating an agreement that satisfies all of the parties and that will be performed as promised, this superb guide will measurably assist any lawyer or business executive in planning and implementing contracts and resolving disputes even when that person is not interested in a full-blown understanding of the entire landscape of international contracts. Business executives who are not lawyers will find that this book gives them the understanding and perspective necessary to work effectively with legal experts.