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The member law firms of Legal Counsel International craft creative solutions every day to a wide range of client issues and concerns about international business. We do this with a high degree of personal service based upon years of individual experience as lawyers and business people in the international marketplace. The following is a sampling of issues that your company or clients might encounter, with which our LCI members would be happy to assist. The following should not be construed as legal advice that is necessarily applicable or appropriate to your particular circumstances. The questions and answers below are merely intended as representative examples of the types of legal counsel available through attorneys affiliated with Legal Counsel International. Anyone intending to obtain actual legal advice should contact and personally retain legal counsel. Many countries have statutes providing termination protections for commercial agents/distributors, including requirements for payment of severence, lost anticipated profits and minimum notice periods. It is important that any agreement with a foreign marketing or sales representative or distributor be drafted to take these local statutes into account. Qualified counsel knowledgable of the specific laws in the agent distributor's home and country assigned Territory should be consulted. The supplier's exposure to onerous termination penalties can often be mitigated with a properly drafted agreement. No. Trademark registration is a matter of statutes in national law. Registration in each relevant jurisdiction is required for recognition and protection. Without a non-disclosure/non-compete agreement, and/or registered patent or copyright protection, you may have no legal remedy (and little practical remedy) if the offshore customer decides to reverse-engineer or copy your product. If the product is eligible for patent, copyright or trade secret protection, such protection should be effectively secured for the foreign jurisdiction before proprietary product is shipped. Otherwise, you are publishing your product and risking that it will be copied and sold in competition with you in other markets.
Be aware that internationally, you will not have the benefit of a UCC-1 lien on the unpaid goods. You are taking a collection risk that is greater than in a purely domestic transaction. Remedies abroad are more costly, when available at all and can be even more time-consuming. The small percentage fee paid for a letter of credit is a bargain compared to the potential costs of counsel and a court proceeding to collect an unpaid account, assuming that the buyer remains solvent. Be aware of U.S. Export Administration Regulations which, inter alia, prevent export or re-export of controlled product and technical data to embargoed countries, such as Cuba, Libya, Myanmar (Burma), North Korea or Iraq. You should be confirming the level of export control applicable to your products, that the customer is not in the Commerce Department's Table of Denial Orders, and determining the identity of the true purchaser. A lawyer who works with U.S. export controls can assist you in this process or contact the Bureau of Export Administration for initial guidance.
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