International Business Law
23 articles on this topic.
In cross-border business the outcome rarely turns on the headline dispute. It turns on the clause nobody checked: delivery term, governing law, forum, liability cap. These articles work through them one by one.
Articles
Hardship: the clause for the case force majeure does not solve
When performance remains possible but turns ruinous, neither force majeure nor impossibility helps. What matters in hardship: the threshold, the gap in the statute, the dispute inside the CISG, and the choice of who adapts the contract when negotiation fails.
Why most force majeure clauses fail
Force majeure sits in nearly every supply contract, and almost no clause delivers what it promises. What actually decides it: the moment of foreseeability, the sub-supplier, the allocation of scarce goods, and the notice that comes too late.
Consequential damages in international contracts
Almost every international contract excludes consequential damages. Almost nobody can say what that excludes. Where the term comes from, why it keeps surprising both sides, and what to draft instead.
Why your limitation of liability in B2B contracts fails
Almost every B2B contract limits liability, and under German law almost none of those clauses holds. The evidence, the case law behind it, and the four levels where limiting liability actually works.
Why contracts fail on the statement of work
Contracts rarely fail on the fine print. They fail when both sides believe they have agreed on the performance. Why the statement of work falls between the disciplines, and how to get it right.
Data and AI in contracts: what may your counterparty do with your data?
Data license, machinery supply contract, SaaS: why control over your data hinges on the line between adaptation and transformation, and how the contract captures AI training and competing products.
IP clauses in commercial contracts
Background, foreground, and joint IP, ownership versus the right to use: how an IP clause allocates rights between the parties, with notes on US copyright from derivative works to fair use.
Incoterms® 2020: A Reality Check
A critical look at the Incoterms 2020 rules: why clause selection usually fails in practice, and where the rules themselves carry weaknesses or set the wrong incentives.
CISG: advantages and disadvantages for German exporters
Why the reflex of excluding the CISG costs exporters protection: scope of application, contracting states, and the pros and cons compared with German domestic sales law.
Commercial Courts in Germany
Germany’s new Commercial Courts hear major commercial disputes in English. Jurisdiction, advantages, and how to compare them to international arbitration.
How to Avoid U.S. Tariffs as an International Supplier
This article shows how to avoid tariffs as a supplier by using the appropriate Incoterms 2020 clause in your supply contracts with U.S. buyers.
All-Caps Clauses in Commercial Contracts
Contract parties often use capitalized clauses in commercial contracts. This makes reading unnecessarily hard. There is a simple solution.
How to withdraw from a purchase contract correctly
How to withdraw from a purchase contract correctly: requirements, deadlines, place of supplementary performance, and practical recommendations.
Evidence gathering in the USA for international arbitration
The discovery process is essential in the United States for preparing litigation. Also in international arbitration?
Best practice for handling foreign law
The Hamburg Guidelines support German courts, experts, and parties in handling foreign law in international disputes – what they say and how to use them.
Incoterms® 2020: practical overview
The structural and substantive changes in Incoterms 2020 vs. Incoterms 2010, plus practical guidance for choosing the right Incoterms clause.
Incoterms® 2020 FCA and CPT – Best practice
This guidance paper is relevant to users of the Incoterms 2020 rules for shipping goods in containers through ports anywhere in the world.
No exclusion of private international law
The usual exclusion of private international law in choice-of-law clauses is superfluous and incorrect. The fix is simple.
Modern Contract Language
Legacy contract wording next to its plain replacement: hereby, shall mean, is entitled to, represents and warrants, and the rest of the boilerplate.
“No re-export to Russia”: compliant export contracts
Export contracts must include a “no re-export to Russia” clause from 20 March 2024. EU model clause, German contract-law pitfalls, and what to add.
Open access to international business law
A curated, freely accessible collection of literature, case law, and resources on international business law. Continuously updated, suggestions welcome.
The indemnity clause in commercial contracts
The “indemnity” clause is critical in commercial contracts and often used incorrectly. How to dial it back from the supplier side.
Effective protection of trade secrets
Requirements for confidentiality measures and the burden of pleading and proof in trade-secret cases, with notable rulings on catch-all employment clauses.