Presented by
Falconbury

Drafting and Negotiating International Agency and Distribution Agreements

Proactively manage the legal and commercial considerations essential for securing a successful international agreement. *INCLUDES: Practical and interactive exercises*

23-24 Nov 2021 + 2 more dates

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  • Format: Live online
  • CPD: 12 hours for your records
  • Certificate of completion

Course overview

This interactive seminar is targeted at those who draft, negotiate and advise on international commercial agreements and cross-border transactions. The programme reviews the sale of goods and the appointment of distributors and agents, as well as the licensing of intellectual property rights within the context of an international contract.

This event is not jurisdiction specific and is ideal for those working in international practice.

Why you should attend

This two-day seminar will give practical advice on the legal considerations and commercial concerns essential for securing a successful and sustainable international deal.

Day one provides a comprehensive overview of the main international legal instruments governing international contracts, the sale of goods, trade terms, documentary sale and letter of credit. Cross-jurisdictional concerns will be explored generally and, in particular, the allocation of jurisdiction, choice of law, and the recognition and enforcement of judgments. The programme will look at the new Brussels Regulation (in force from 2015), the Hague Convention 2005 (in force from 2015), Incoterms® 2010 and 2020, and the UCP 600 (Uniform Customs and Practice for Documentary Credits).

Day two provides delegates with the requisite knowledge and skills that they need to negotiate and draft international commercial deals generally, and specifically sales, distribution and agency agreements.

By the end of this seminar, delegates should be properly equipped with the essential skill-base and substantive legal and business knowledge needed in order to effectively advise on, negotiate and draft cross-border commercial agreements.

This intensive and interactive training programme will develop your skills to:

  • Be aware of the legal and commercial considerations for a successful international deal
  • Understand the main legal instruments governing international contracts
  • Explore the allocation of jurisdiction, and the choice of law in a cross-border dispute
  • Evaluate the dispute resolution mechanisms available to resolve disputes in a sustainable manner
  • Use best practice techniques to successfully negotiate your contracts
  • Examine key types of international commercial agreements
  • Assess the strategic considerations associated with international commercial agreements
  • Plan in order to better negotiate a value-added deal

Who should attend?

All those who need to gain knowledge and experience of cross-border commercial agreements including:

  • In-house lawyers
  • Private practice legal advisers
  • Commercial managers
  • Contracts managers
  • Business development managers

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The Drafting and Negotiating International Agency and Distribution Agreements course will cover:

International contractual disputes

  • A review of the international instruments governing cross-jurisdictional matters
  • Alternative dispute resolution
    • Mechanisms available and their pros and cons
  • Arbitration agreements
    • New York Convention
  • Jurisdiction and recognition and enforcement of foreign judgments
    • Brussels Regulation (Regulation (EU) No 1215/2012 of the European Parliament and of the Council of 12 December 2012 on jurisdiction and the recognition and enforcement of judgments in civil and commercial matters)
    • Hague Convention of 30 June 2005 on Choice of Court Agreements
    • Hague Convention 2019 on recognition of enforcement of foreign judgments in civil or commercial matters

Choice of law

  • Rome I (Regulation (EC) No 593/2008 of the European Parliament and the Council of 17 June 2008 on the law applicable to contractual obligations)

Practical exercise: Choice of law

International contract law

  • Key instruments governing international contracts (binding and non-binding)
  • Choice of law in international contracts
  • United Nations Convention on Contracts for the International Sales of Goods 1980 (CISG)
    • Applicability and exclusions
    • Formation of a contract
    • Responsibilities of seller and buyer
    • Remedies of seller and buyer
    • Excuses for non-performance

Practical exercise: Convention on Contracts for the International Sale of Goods

Trade terms, documentary sales and trade finance

  • Introduction
  • Incoterms® 2010 and 2020
  • Documentary sales and bills of lading
  • Letters of credit and the UCP 600

Distribution agreements

  • Choosing between an agent and a distributor
  • The key differences between the two relationships
  • Framework agreements
  • Regulation of distribution agreements (DCFR and EU competition law relevant to distribution agreements)
  • Key terms in distribution agreements: exclusivity, term, licences, verification and termination

Practical workshop: Drafting and negotiation – part 1

Agency agreements

  • Agency arrangements: when and why?
  • Common types of agency relationships
  • Concerns of principal and of agent
  • Legal regulation of the agency relationship
    • Directive 86/653/EEC on self-employed commercial agents
    • Commercial Agents (Council Directive) Regulations 1993 (SI 1993, No 3053 as amended)
    • EU competition law

Agency agreements: key terms

  • Appointment
  • Exclusivity
  • Term
  • Payment
  • Performance obligations
  • Targets
  • IPR protection
  • Termination
  • Indemnity
  • Compensation
  • Checklist of general provisions

Practical workshop: Drafting and negotiation – part 2

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Michala Meiselles

Michala Meiselles is a solicitor in England and Wales specialising in international business law, cross-border transactions and compliance. She has been working as a lawyer since 1994 and qualified as a solicitor in 1999. Starting off her career at Berrymans Lace Mawer, she has since worked in private practice and as in-house legal counsel for local government.

Over a decade ago, Michala created her own dedicated consultancy firm, which she presently directs, providing business and legal solutions to multinationals, public sector entities and international organisations. In her work as a solicitor and international lawyer (operating in England, France, Canada and the US), she advises on compliance (inter alia anti-bribery and corruption, anti-money laundering and sanctions), trade finance, import and export, licensing, distribution, agency and foreign direct investment.

Michala is also a senior law lecturer at Derby Law School, where she teaches undergraduate and postgraduate law, and a visiting professor of law at Université Jean Moulin (France) and the Law School of University of Western Ontario (Western Law).

She is author of a book entitled ‘International Commercial Agreements – An Edinburgh Law Guide’ published by Edinburgh University Press (2013) and has published several articles. She is presently writing a book on international licences covering technology transfer agreements, competition law and cross-border dispute resolution for Oxford University Press.

More details

Book Drafting and Negotiating International Agency and Distribution Agreements Live online training

23-24 Nov 2021

Live online

09:30-17:30 UK (London) (UTC+00)
10:30-18:30 Paris (UTC+01)
04:30-12:30 New York (UTC-05)
Course code 11081

  • GBP 1,099
  • EUR 1,579
  • USD 1,786

In your basket 

9-10 May 2022

Live online

09:30-17:30 UK (London) (UTC+01)
10:30-18:30 Paris (UTC+02)
04:30-12:30 New York (UTC-04)
Course code 11649

  • GBP 899 1,099
  • EUR 1,299 1,579
  • USD 1,474 1,786

Until 04 Apr

In your basket 

14-15 Nov 2022

Live online

09:00-17:30 UK (London) (UTC+00)
10:00-18:30 Paris (UTC+01)
04:00-12:30 New York (UTC-05)
Course code 11762

  • GBP 899 1,099
  • EUR 1,299 1,579
  • USD 1,474 1,786

Until 10 Oct

In your basket 

Reviews of IPI's Drafting and Negotiating International Agency and Distribution Agreements training course


Michala Meiselles is an experienced presenter with strong knowledge of both theoretical and practical aspects of the subject. Her presentation was effective, easy-going and enjoyable. The course provided a very good overview that covered a broad spectrum of issues.

Nov 7 2019

Victor Khvesenya
Chief Legal Officer, Sollers PJSC

Nov 6 2018

The content, presentation and speaker are good.

Zaure Yespayeva
Senior Associate , Astana International Financial Centre Authority

Nov 6 2018

Excellent!

Nalufa Hoosen
Legal Advisor, Sasol South Africa Limited

Nov 6 2018

Very well organised and the speaker was very professional and friendly.

Katarina De Jonge
Contracts Officer, European Space Agency

Nov 6 2018

The speaker was excellent and I particularly liked the interactive session, diverse group and real-world examples.

Alexandra Steindl
Senior Legal Counsel, Boehringer-Ingelheim RCV GmbH & Co KG

Austria

  • Boehringer Ingelheim RCV GmbH & Co KG
  • Boehringer-Ingelheim RCV GmbH & Co KG

Kazakhstan

  • Astana International Financial Centre Authority
  • Chevron Munaigas Inc

Switzerland

  • O-I Europe Sarl
  • ROSEN Swiss AG

France

  • Ethypharm

Germany

  • Dragerwerk AG & Co KGaA

Ireland

  • Grifols Worldwide Operations

Israel

  • Beth- El Zikhron Yaaqov Industries Ltd.

Korea, Republic Of

  • Seah

Netherlands

  • European Space Agency

Portugal

  • Bial - Portela CA, S.A.

Russia

  • Sollers PJSC

South Africa

  • Sasol South Africa Limited

UK

  • A&L Goodbody

United States of America

  • Transitions Optical

Enrol now

Multiple colleagues?
Talk to one of our training experts to discuss how to:

Run this course conveniently and cost-effectively in-house for your staff and colleagues

Aleksandra BEER
Training expert

+44 (0)20 7749 4749

inhouse@ipi.academy