In the context of contract law, the range of legal challenges that can arise is extensive. Complications can arise from the start during initial contract negotiations, and the inclusion of general terms and conditions can prevent a contract’s successful conclusion. Additionally, there are numerous possibilities of conflict in the fulfilment of agreed contractual obligations and the assertion of rights and obligations and the termination of contracts. Particularly when complex contractual structures are involved, such as in the area of the sales contract and work contract law, it is recommended that you engage the legal team at Schlun & Elseven Rechtsanwälte to protect your rights.
Full-Service Legal Advice: From Conclusion to Termination of the Contract
General contract law forms the basic framework for all types of contracts from special areas of law. It is the basic tool of every lawyer. Irrespective of the classification of the legal facts you describe under a special field of law or a certain type of contract, our legal experts in the various specialist areas can therefore help you at any time in questions of general contract law.
As an important focus of our extrajudicial activities, we offer you our legal support in the drafting of contracts and general terms and conditions. As a partner in contract negotiations, we ensure that decisive formulations are carried out precisely and in a way that will stand up in court, that formal requirements are adhered to and that the contract corresponds to your interests.
We comprehensively review contractual clauses, model contracts as well as general terms and conditions of business in order to prevent any disputes before the conclusion of the contract. Even after the conclusion of the contract, we take care of the assertion of your rights and claims from any contracts in and out of court or bring about the effective termination of a contract by revocation, withdrawal, termination or cancellation agreement.
Contract Preparation and Review
Frequently, clear and precise formulations are necessary to secure one’s own interests for the future contractual relationship. It is therefore in many cases not advisable to resort to sample contracts from the internet. Especially not if the intended contractual relationship is to regulate a personal, complex matter.
Our contract law attorneys at Schlun & Elseven Rechtsanwälte have many years of experience in drafting, revising and optimizing contracts and are therefore happy to offer you the necessary support in your contract negotiations. In addition, when concluding and drafting contracts, we ensure that the decision-making process and the final contract as the end product of negotiations is in line with the current legal situation and that it stands up to the latest, highest court rulings.
The examination of contracts and contractual clauses for possible invalidity, nullity, contestability or incompleteness is of utmost importance not only before the conclusion of the contract but undoubtedly also after the conclusion of the contract. It is often only in conflict situations that it becomes apparent that formal and instructional regulations have not been observed or have been incorrectly implemented. This must be prevented in advance by prior checking of intended or submitted contract offers.
But even after a contractual relationship has already been established, we can carry out a detailed, in-depth contract review and assert your rights and claims. In addition, by means of a subsequent review of the existing contract, we ward off unjustified, ineffective, void or contestable claims and demands.
eCommerce & Internet Contracts
With the increase in the number of platforms for internet trading and e-commerce by companies, the number of contracts in Germany concluded via the internet has continued to rise steadily. It is impossible to imagine the modern economy without this type of structuring and conclusion of contracts. However, when concluding agreements on the internet, customers and the operators of online shops must consider some special requirements.
Our team advises and supports our clients in all matters, including the following:
- The assertion and enforcement of rights and claims from online contracts,
- The review of your online contracts regarding validity, nullity, voidability, voidability or incompleteness,
- Creating the correct revocation instruction,
- The review and optimization of online terms and conditions,
- Adaptation of the ordering processes to legal requirements,
- Compliance with data protection and the preparation of data protection declarations,
- The transformation of your internet presence to the changed legal situation and the highest court jurisdiction.
As clients of Schlun & Elseven Rechtsanwälte, our lawyers will inform you about which requirements must be met for a legally correct internet presence, how ordering processes must be regulated, and which instruction requirements exist. We keep an eye on the current legal situation and inform you about changes in the law and relevant high court rulings on the conclusion of contracts on the internet.
Franchise Agreements: Drafting and Review
The franchise agreement is the foundation block of a successful franchise. A well-drafted franchise agreement outlines the rights and obligations for both parties. For franchisors, these franchise agreements need to be designed according to industry-norms, franchise goals, and company characteristics. In such cases, it is advisable to consult with legal professionals and allow them to prepare tailored agreements fitted to the corporate structure of the company and the planned franchise. Our team is highly experienced with working alongside corporate clients, and are ready to use their knowledge in the pursuit of establishing the franchise.
Our lawyers are available to both sides, franchisers and franchisees, with legal disputes. Our lawyers are ready to review the franchise agreement, and to determine whether breaches have occurred, and what resolution options are available to the parties involved.
General Terms & Conditions
Another essential part of our extrajudicial services in German contract law is the drafting, negotiation and review of general terms and conditions (GTC). In this respect, particular attention must be paid to the observance of effective and court-proof formulations. We do our utmost to avoid the invalidity of general terms and conditions clauses both in B2C and B2B business. Because the use of incorrect GTC can have serious consequences, e.g. the user is threatened with warnings from competitors or the consumer protection association as well as claims for damages.
Furthermore, ineffective GTC clauses can lead to the rescission of contracts even several years after the conclusion of the contract, e.g. because the necessary revocation instruction did not comply with the legal requirements. Effective GTCs thus play an important role, especially in consumer contracts, not least because of consumer-friendly EU law and the case-law of the European Court of Justice. If the general terms and conditions are ineffective, because, for example, a contracting party is disadvantaged beyond the reasonable extent, the legal regulations automatically apply. This is often also inappropriate for the disadvantaged party.
Due to this high risk of damages, the early assignment of an experienced lawyer is essential. During contract negotiations, our team of contract law attorneys will work out which general terms and conditions clauses are permissible and appropriate for your project and the respective specialist area and will pay particular attention to compliance with the latest legal changes and court rulings.
Furthermore, we check the GTC in the contract offers submitted to you for their effectiveness. We guarantee that you and your contractual interests are not disadvantaged by the GTC and always consider the specifics of the respective legal area. Due to our interdisciplinary orientation, we can offer the drafting, revision and review of GTC in the areas of sales law, labour law, commercial and corporate law, banking and capital market law, as well as other areas of law.
Non-Disclosure Agreements
The non-disclosure agreement is a means by which companies can protect sensitive information and business secrets when dealing with other parties. When parties agree to join a non-disclosure agreement, they agree to keep information confidential based on mutual cooperation. The two possible types of NDAs are bilateral and unilateral agreements. While the bilateral non-disclosure agreement obliges two parties to maintain confidentiality, the unilateral non-disclosure agreement only instructs one party to keep the information confidential. The agreement decided upon is based on a variety of factors relating to the issue in question. Our lawyers are highly experienced in drafting and reviewing both forms of NDAs. If you require legal assistance with NDAs, please do not hesitate to contact our contract law team.
Sale and Purchase Agreements
Successful M&As involve carefully drafted sale and purchase agreements. Such agreements are legally binding and present the conditions of the sale and purchase of a company. Careful preparation is key to a successful M&A transaction, and at Schlun & Elseven Rechtsanwälte, our lawyers will thoroughly draft contracts for the arrangement. In M&As, we have acted on behalf of both buyers and sellers, and from our experience, meticulous due diligence is vital for both sides to conduct. Our team will ensure that critical elements are included within the sale and purchase agreement, such as the purchase price, terms of payment, warranties, indemnities and applicable restrictions.
As a full-service law firm, our experts are ready to advise and represent your company during the entire procedure. Our team are ready to oversee the preparation of the necessary documents, through the negotiations and finally into the drafting of the sales and purchase agreement.