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.
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
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
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
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”
Legal 500 Deutschland 2020Oppenhoff has excellent market knowledge.
Pandemics, wars and climate change lead to supply bottlenecks and shortages of raw materials. This also raises many legal questions regarding the drafting of contracts: Who bears the risk for goods that have already been sold if an upstream supplier cannot or will not deliver? Can the seller contractually adjust his obligation to deliver or his liability for damages vis-à-vis the buyer? How should he actually structure the contract with his supplier?
Oppenhoff has again comprehensively advised the EIC Fund on its investments in Germany. The fund invested in the biotech start-up iThera Medical and the electro mobility start-up Onomotion.
Commercial / Vertriebsrecht06.12.2022 Newsletter
This is a tiresome topic for companies: the commercial agent leaving the company requests an extract of the books. Only recently, it was decided by case law that - when a commercial agent asserts a claim to in-spect the books in order to check the correctness and completeness of the issued extract of the books - companies are initially not obliged to create any documents (Higher Regional Court [Oberlandesgericht, OLG] of Frankfurt, decision dated 14 April 2022 - 26 Sch 1/22, juris). How-ever, this is based on the fact that the company is not obliged to prepare additional, previously non-existing documents for the inspection. The same applies to the procurement of previously unavailable data and documents from third parties.