Commercial Lawyer in Germany

Legal Solutions Made in Germany.


Legal Solutions Made in Germany.

Schlun & Elseven Rechtsanwälte PartG mbB is a full-service law firm active throughout Germany. Our commercial lawyers are your reliable partner for all legal questions concerning national and international commercial law. Our experienced professionals are available to support you at our offices in Aachen, Cologne and Düsseldorf, and our conference room facilities in Berlin, Frankfurt, Munich, Stuttgart and Hamburg. Find out about our extensive services and please contact us directly for specialised service.

Comprehensive German
Commercial Law Services

Our commercial lawyers are your reliable partner for all commercial law matters from the negotiation and drafting of commercial contracts, legal advice concerning product liability law, e-commerce, distribution agreements and much more. Find out more about our commercial law services.

Further German Business
Law Services

At Schlun & Elseven, we offer full-service support for our business clients. Comprehensive support goes beyond our commercial law services and into areas, such as drafting and reviewing contracts, intellectual property protection, tax law advice and more. By becoming a client of ours, we provide ongoing support as your business’ one-stop-shop for German legal advice.

The Benefits of Working with a Commercial Lawyer

Working with an experienced commercial lawyer is advantageous for companies of all sizes. A commercial lawyer will ensure that your company is aware of legal developments, thus preventing legal mistakes and common pitfalls from taking place. A commercial lawyer is a necessity in complex legal disputes, however, arguably their role in preventing legal disputes is even more important. In the event of legal conflicts, our team works closely with our clients and advise them regarding whether they should enter court proceedings or if there are alternative ways to resolve the matter.

Furthermore, by engaging with our commercial lawyers on an ongoing basis, our team can advise regarding your company’s expansion plans. Our team will ensure that the legal requirements are considered and fulfilled to allow your company to follow through on their intentions.

Commercial Agency Law

The commercial agent plays a decisive role in entrepreneurial success and the marketing of the goods and services offered by the company. In addition to authorised dealers, franchise companies and commission agents, commercial agents are an integral part of economic distribution structures. This characteristic of the commercial agent as the central figure in the distribution of a company is accompanied by many rights and obligations on both sides. For this reason, some essential legal aspects must be considered when drafting a commercial agency contract. Our commercial law legal team reviews, drafts, and revises your commercial agency contracts and ensures that the rights and obligations of both parties to the agreement are clearly and comprehensibly formulated.

The commercial agent’s first and foremost duty is to mediate and conclude transactions in the company’s interests actively. In addition, they have to fulfil far-reaching responsibilities to inform the entrepreneur and must comply with their non-competition clause. This can be maintained on a contractual basis even after the termination of the agency agreement. In return, the entrepreneur has an obligation to instruct the commercial agent and provide them with the materials and documents necessary to perform their commercial agency duties. During the contract term, the commercial agent is also entitled to commission payment from the principal and, after termination, to compensation per § 89 b HGB.

Parties should discuss the following contractual elements in any case in the commercial agency contract:

  • Authorisation of the entrepreneur or third parties to independently market the goods in the contract territory,
  • Commercial agent’s rights of use of industrial property rights,
  • Confidentiality obligations,
  • Contract territory, regional limitation,
  • Credit assessment,
  • Non-competition clause, in particular, regulation of the post-contractual,
  • Settlement of commission and compensation claims,
  • Termination of the contract (duration, termination),
  • The obligation of secrecy,

In addition, the classic sales structures, such as distribution through sales representatives, are also subject to the changes brought about by globalisation and digitalisation. The importance of e-commerce, the variety of Internet platforms and the revenue generated through Internet sales constantly increase. Commercial agents also perform their intermediary and brokerage activities via the Internet. However, other digital requirements may become relevant, requiring special attention when concluding or extending a commercial agency agreement.

Compensation Claims after Termination of Contract

In addition to the drafting of commercial agency contracts, we also offer our support in calculating compensation claims after the termination of the contract per § 89 b HGB. Appropriate compensation payment is to be granted to the commercial agent to transfer his established customer base. The correct calculation is based on several factors is therefore very complex and often a reason for dispute between commercial agents and companies. The value of the customer base on a given date, the prospect of further contracts being concluded, and initial payments by the company to the commercial agent must be considered.

If a prior contractual arrangement is not sufficient to secure the claims, we represent both companies and commercial agents in their enforcement after the termination of the contract. We always prefer an out-of-court settlement of the disputes. However, if this cannot be avoided – even with a comprehensive dispute resolution strategy – our qualified and experienced lawyers are, of course, also available to represent you in court.