In February 2016 Open to Export hosted a webinar on ‘How to protect yourself from the legal pitfalls of exporting’ with Liz Ward (Virtuoso Legal) joined by Brian Dickson (Sport Direct) speaking and answering questions.
The major talking points
The key takeaways from the webinar were the following:
- Trademarks can be a lot of things – they can be a logo, a shape, a word, a style, a colour, a smell and even a sound, so keep in mind they are different ways you can make your offering identifiably yours internationally.
- Trademarks are territorial in nature – make sure they’re registered in each country you’re exporting to. Most countries operate on a first-to-file basis – make sure you get your mark in as early as possible, especially before dealing with a distributor.
- Make sure your distributors don’t take your copyright material without your permission to use it. Cover your copyright with your international partners in your agreements with them.
- Always get a proper contract in place trading internationally – whether that’s direct trade or through a third party. Distribution agreements are commonly used as they allow stock to be locally held.
- The two P’s – performance and payment – are key components of your contract. Have performance requirements of the people you’re doing business with and make sure the terms of payment are clear.
- Draw up your contracts under the laws of England and Wales if you can. This will allow you to specify your agreement as under a jurisdiction you are familiar with, wherever you are in the world.
- Make sure you have product liability cover which covers you internationally and make sure you meet the standards required in each country of trade. Check with your distributor as to what insurance they have, and whether they’ll be able to look after meeting the regulatory requirements in each market.
You can watch the video of the webinar below, and check out our Recent Webinars page to access all the Open to Export webinars giving practical guidance and answers to all your exporting concerns.
Questions and Answers
As usual, attendees gave some excellent questions to which the two experts gave informative answers. Here are the questions and the answers given to them (with the time they are addressed in brackets):
What should I do if another jurisdiction will not accept doing an agreement under the laws of England and Wales? (50:25)
There are very few instances where people will refuse doing an agreement under the laws of England and Wales. When you submit to someone else’s jurisdiction under contract, you are subject to the vagaries of local law which will bring in a new raft of local regulations and legal culture, so that is a risk.
What risks do you need understand setting up office in the USA? (54:50)
If you’re setting up in the USA, or any other country, get a good lawyer with local understanding of the risks involved. You need local knowledge and it’s highly recommended to get a good US lawyer!
When dealing with international distributors or suppliers, should the deal be signed with the original English contract appended, even when it is then translated? In a dispute, which version counts? (58:15)
In a dispute and you’re working under the laws of England and Wales, the original English one will count. Either way, with a contract, the translation should be a good one! When there is a potential for something to be lost in translation – where there is an onerous term for example – you should make it clear what that term means to the person you’re doing a deal with.