International Contracts

With the world looking very different, it’s important that you ensure your contracts are fit for the international market and comply with international standards. There are risks, but there are certain steps you can take to help prevent them.

Investigation: It is essential to conduct due diligence on the overseas company including personnel, financials and licences. Choosing the wrong distributor can in some cases result in criminal liability for you personally - if it engages in illegal activity that might attract liability for you too.

Simplification: While it is important to have a distribution contract in place, an overly complex contract can end up unenforceable or difficult for the distributor to understand. If they don’t understand it, they won’t know what you expect.

Governing law: Many UK exporters choose the law of England to govern their distribution contracts and give the courts of England the right to settle disputes. However, English judgments may be unenforceable in some foreign countries.

Liability - A contract can only protect you so far. It can protect you well against breaches of contract by the distributor, but it cannot protect you from tortious claims, administrative claims, or criminal liability.

Other criminal law: A UK entity is required to monitor its supply chain compliance with the Bribery Act 2010, the Criminal Finances Act, and the Modern Slavery Act 2015 (UK businesses with £36m or more annual turnover must make annual statements against slavery and trafficking in their supply chains).

For more information, please contact Robert Capper, Partner, Head of Commercial Team 01905 744 814 | 07909 970 323 rcapper@hcrlaw.com