Commercial

We deliver solutions.

Whether platform economy, compliance in the supply chain or competition and trade barriers in e-commerce: the interaction between purchasing, production, sales and logistics is becoming increasingly complex. As industry experts, we’re in the big picture.

We advise you on structuring your contracts and during dispute resolution right along the purchasing, production and logistics value chain, as well as on distribution matters – be these classic distribution channels, online distribution or platform solutions. You profit from our advisors’ specialized legal expertise and our industry knowledge, above all in the areas trade, automotive, healthcare, IT and technology, insurances, aerospace & defense. Together, we develop optimized structures, such as purchasing cooperations or distribution systems, and draft and negotiate all kinds of contracts from general terms and conditions to individual large-scale projects. And should things not always go as you planned, for example with product labelling and liability issues, we’re there to solve your problems.

Purchasing

Our experts provide comprehensive support, especially in the following areas:

Cartel-law compliant structuring of purchasing cooperations

Legally secure and commercially optimized tendering and bidding procedures

Structuring of general terms and conditions of purchase, including payment terms

Negotiation and structuring of individual sourcing transactions such as

• OEM contracts
• Procurement and component supplier contracts
• Manufacturing agreements, job order production agreements and license agreements
• R&D contracts
• Introduction of a goods management system
• Assertion and enforcement of claims against suppliers, e.g. due to defects or default
• Measures interrupting the statute of limitation

Production

From innovation to implementation, from know-how protection to liability – our specialized lawyers know the complex legal requirements for producing industrial and consumer goods. Our advice includes:

• Joint ventures, the awarding of subcontracts and outsourcing
• Production according to Industry 4.0: networked production, connection to logistics, predictive maintenance, use of robotics technology
• Operation of industrial plants and associated permit and environmental issues
• Labor law issues in connection with production
• Research and development, protection of intellectual property and know-how
• Occupational safety, product safety and liability
• Acquisition and sale of plants and businesses
• Assistance in the resolution of disputes regarding production disruptions or defects

Logistics

Our logistics experts understand the business of freight forwarders, warehouse keepers, transport insurers and brokers as well as the requirements of complex supply chains. Just-in-time logistics, cross-docking and delivery drones are more than just legal concepts to us. Our advice includes:

• Logistics outsourcing
• Examination, drafting and negotiation of logistic contracts, e.g. for warehousing and transportation
• Advice on the German Freight Forwarders General Terms and Conditions [Allgemeine deutsche Spediteurbedingungen, ADSp]
• Assertion of liability claims in the logistics chain
   

Distribution

Our team advises national and international companies on the structuring and adjustment of their distribution systems and contracts. Especially when it comes to developing distribution structures, a multitude of requirements have to be observed, in particular in the areas antitrust law, civil and trade law, as well as the relevant requirements of EU law. Our advice on distribution law includes:

• (Re)structuring and implementation of national and international distribution systems, in particular agreements on conditions and bonuses, selective and sole distribution systems as well as shop-in-shop concepts
• Direct distribution via online and offline trade, teleshopping
• Distribution cartel advice
• Sales agency and authorized dealership law and other forms of distribution agents
• Termination and winding-up of distribution contracts
• Dispute resolution in the area of distribution law, in particular the enforcement and defense of settlement claims

In addition, we have expertise in the field of e-commerce, the trading of goods and services over the internet. Our team is familiar with the countless special rules which complicate the digital movement of goods. Our advice includes:

• Structuring of B2C and B2B platforms
• Advice on your internet presence, where applicable including your online shop, in consideration of the regulations governing e-commerce (in particular duties to inform and rights of revocation), data protection and the law on general terms and conditions
• Cross-border e-commerce, especially geo-blocking
• Social & mobile commerce
• E-payment systems and payment procedures
• Customer loyalty programs
• Online advertising and marketing, including newsletters and “online tracking”