Legal Know-How for Doing Business with German Partners

In order to gain an insight into the legal aspects of working with German firms, a group of Azerbaijani MP participants visited the law firm Noerr at its Munich location in February 2020. The main focus of the visit was on international sales agreements.

Noerr is an independent corporate law firm with 1200 employees at 16 locations across Germany, Europe and the USA. As the second largest German corporate law firm in Europe, the firm advises and represents clients in matters of commercial law, including tax, business consulting and year-end auditing.

The MP participants from Azerbaijan received valuable tips on legal matters from Dr Mansur Pour Rafsendjani (front, 3rd from the right).

Dr Mansur Pour Rafsendjani, a partner of the law firm, received the guests from Azerbaijan and spoke to them in detail about the structure of international contracts, focusing above all on sales agreements, as many of the Azerbaijani participants are interested in purchasing German products. One of the interested parties was MP participant Gunel Bayramzade, who works in procurement at Grand Agro Invitro. Based on her practical experience she remarked that short contracts are often concluded: "In the event of problems, there is then the question of which law is to be applied should it result in a lawsuit." On this topic, Rafsendjani explained that it is possible to determine in each contract which national law is to be applied. Often each party wants their own national law to apply. If the parties involved cannot come to an agreement on this, it is advisable to enshrine the United Nations Convention on Contracts for the International Sale of Goods in the contract. Furthermore, the contract should specify the language in which a dispute should be settled – supplier agreements should also be reviewed in this respect. Otherwise, a legal dispute may, for example, result in high translation costs. Rafsendjani also recommended that the Azerbaijani entrepreneurs use the Incoterms 2010 with regards to supplier agreements, as they set out the manner of delivery: they set out which transport costs are to be covered by which party and who bears the risk in the event of loss or damage to the goods.

During the visit to the firm, the MP participants also received many other valuable tips from Dr Rafsendjani. It was also important to him that the managers understand that contracts and legal agreements are of significant importance in the context of their cooperation projects with German firms and must be included in the project planning. Because only with well-drafted contracts can possible future problems or even losses for their enterprises be averted. If, contrary to expectations, a dispute arises in an otherwise stable cooperation partnership, then one is well prepared. For Zaur Zeylanov, from the enterprise Veyseloglu, this was also an important outcome of the visit: "We have to think about what awaits us in the event of future problems. A proper contract can strengthen the enterprise's position."

IHK Academy Munich and Upper Bavaria