“This agreement constitutes the entire agreement between the parties and is governed by New York State laws that apply to agreements concluded and executed exclusively within that state, without any application or reference to principles of legal conflict.” When Company A (headquartered in England) ends with Company B (headquartered in the United States of America) and there was no prior agreement on jurisdiction in the treaty. This theoretical situation could then be a major problem for the parties concerned, not least because it is both costly and uncomfortable to complain abroad. Other types of cross-border transactions in my own practice include: for decades, the U.S. company had distributed world-leading products from a German manufacturer without a written distribution agreement. The American distributor now had to be taken over by a large American company that wanted to see a written distribution agreement. The American distributor contacted me to negotiate a written sales contract with the German manufacturer. Unfortunately, we discovered that the U.S. distributor had no distribution rights, but only a right to sell as a licensed distributor. The German producer did not wish to conclude a binding distribution agreement and the agreement failed. If you are considering a cross-border transaction, it is in your best interest to contact a qualified international business lawyer sooner rather than later. Home > M-A > cross-border agreements and the choice of applicable legislation This can make cross-border transactions quite complicated. For example, when a U.S.
company chooses a subsidiary in Germany, what are the legal and tax implications for both companies? In this regard, cooperation with an international business lawyer specializing in cross-border transactions is essential. In the case of cross-border contracts, the selection clauses of existing jurisdictions are often neglected or under-analyzed, resulting in considerable costs and delays in the interpretation of contractual terms and the resolution of a dispute. Each of these types of cross-border transactions can raise a large number of legal issues on both sides. Similarly, the New York law provides that each party may sue another party in New York courts if the agreement contains a New York legal choice clause, the parties have agreed in the New York court treaty, and the amount of the litigation exceeds $1 million. A U.S. device distributor has entered into a joint venture with a German manufacturer. The joint venture has become the exclusive distributor of the manufacturer`s products in the United States.