International Commercial Law
English-speaking German attorneys and lawyers in Berlin, Hamburg, Munich and Frankfurt
Especially in the B2B sector, cross-border transactions are daily business. When drafting contracts, particular attention should be paid to the choice of applicable law and place of jurisdiction as this will have a great impact on costs and enforceability should the parties end up in a dispute.
Apart from the fundamental option of freely choosing the applicable law, there are also regulations on this in EU law (above all in the so-called Rome I Regulation) and in CISG.
In the context of international commerce, the United Nations Convention on Contracts for the International Sale of Goods („CISG“) is highly relevant. CISG is increasingly gaining acceptance across the globe.
Legal services in international commercial law
Our team of English-speaking lawyers routinely advises on internacional commercial law
We advise in international commercial law in particular in the following areas
- drafting contracts with regard to the applicable law and place of jurisdiction and dispute resolution mechanisms,
- drafting international general terms of sale / purchase
- conflict of laws evaluation and optimization
- enforcement of claims in court or before an arbitration tribunal, if necessary also through the involvement of foreign cooperation partners
Regulatory objective and international success of the UN Sales Convention
The aim of the CISG is to create a uniform sales law for cross-border sales contracts. The significance of the UN Sales Convention is growing and has a major influence on other international standardisation efforts and national reforms. The OHADA, for example, has unified its regulations, which have entered into force in 16 African states, the law of cross-border sales contracts on the basis of the CISG. The CISG had an influence on the Principles of International Commercial Contracts (UNIDROIT Principles, PICC) frequently applied by arbitral tribunals. In particular, the remedies for breaches of contract are borrowed from the CISG.
At the national level, the Scandinavian countries (with the exception of Denmark) in particular have adopted the provisions of the CISG as their national sales law. Last but not least, EU law and thus also German sales law was considerably influenced by the UN sales law in the course of the last major modernisation of the law of obligations in 2001.
It is therefore not surprising that the number of states that have acceded to the Convention is constantly increasing. In July 2019, the Convention had already been ratified by 91 states.
The German legal profession has been sceptical about the CISG for a long time and has waived the CISG as standard in cross-border contracts. However, an exclusion of the CISG in Export General Terms and Conditions should be considered carefully. The CISG offers clear advantages for the German export industry in comparison to the BGB/HGB (German Civil and Commercial Code). In comparison to the rules of the BGB, the position of the seller is stronger; on this basis, the application of the CISG should be discussed in the case of export contracts or export general terms and conditions. The CISG, for example, offers the exporter a guarantee like claim for damages regardless of fault. Furthermore, in the CISG, the buyer may only withdraw from the contract in the event of a so-called material breach of contract; the bar for withdrawing from the contract of sale is thus higher than in the German Civil Code, a further advantage for the exporter. The CISG can also help with negotiating tactics in deadlocked situations: if both sides want to apply their own national law, the CISG can contribute to coming to an agreement as a neutral law.
Our team of corporate lawyers and certified specialist for commercial and corporate law throughout our offices in Hamburg, Berlin, Frankfurt and Munich is available to advise on all commercial law matters in Germany as well as in cross-border scenarios. In the area of CISG we offer tailor-made terms and conditions of sale and purchase and together with foreign colleagues we also advise on the question of the choice of law with regard to so-called subsidiary law, i.e. the applicable law for all questions which are not expressly regulated by the CISG (e.g. powers of attorney; effectiveness of general terms and conditions). Here we are familiar with current legal developments, such as the increasingly restrictive case law of the German Federal Court of Justice on general terms and conditions of business also in a B2B environment and present solutions which help to avoid the increasingly strict judicial scrutiny of B2B contracts by German courts. In addition to the above we have certain country desks:
Italy, Italian law
German-Italian legal relations have been of outstanding importance to our firm since the firm was founded. Our office in Milan enables us to process clients on site at any time. Thanks to his legal training and perfect bilingualism, Dott. Francesco Senatore has for many years been active in Italy as well as in Germany in all German-Italian legal issues. The focus of our German-Italian law firm is on cross-border commercial law, real estate law, inheritance law and debt collection.
France, French law
In matters relating to French law and France, we advise private individuals and companies in particular in our core areas of inheritance law, real estate law as well as debt collection and enforcement. The French department is headed by Dr. Cécile Walzer, a lawyer with legal training in both countries, excellent language skills and excellent contacts in France and Germany.
Spain and Latin America
Dr. Philipp Schön studied in Spain and worked in South America. He advises on commercial and corporate law issues in Spanish and represents clients' interests in Spanish-speaking countries.