Trade and Services

A solid supplier contract should regulate price and payment terms, delivery times and liability for delay, the right to make complaints, breach and its consequences, as well as terms for termination and amendments. It is also important to clarify who bears the risk if goods are damaged during transport, and whether the agreement should include exclusivity clauses. A lawyer with experience in contract law can help ensure that the agreement is balanced and gives you predictability.

Under a distribution agreement, the distributor purchases goods from the supplier and resells them in its own name and for its own account. An agent, by contrast, acts on behalf of the principal and enters into agreements in the principal’s name. The choice between these models has major implications for liability, risk, commission rights, and which rules apply upon termination. For example, agents have a statutory right to compensation upon termination under the Norwegian Agency Act.

Trade businesses must be aware of rules relating to exclusivity, price fixing, resale prices, and abuse of a dominant market position. This is especially important in distribution and franchise agreements, where terms must comply with competition law. Breaches may result in significant fines. A commercial lawyer with expertise in competition law can help you draft agreements that are both commercially sound and legally compliant.

A franchise agreement gives the franchisee the right to operate a business under the franchisor’s concept, brand, and systems. The agreement typically regulates fees, geographic exclusivity, training, marketing, and termination. Common pitfalls include unclear exclusivity clauses, a lack of regulation of what happens when the agreement expires, and unbalanced termination provisions. It is important to have the agreement reviewed by a franchise lawyer before signing.

International trade operations raise a number of issues that are wise to clarify at an early stage, such as which country’s law applies, choice of dispute resolution mechanism, customs and import/export regulations, and local requirements for distribution and agency agreements. Legal advice in these processes can save you from costly misunderstandings and significantly reduce risk. Bull can act as your Norwegian lead counsel and coordinate assistance from quality-assured local lawyers in relevant jurisdictions, allowing you to deal with one advisor throughout the entire process.