Commercial law

Commercial and sales law for businesses in Hamburg and the surrounding area.

Commercial law is part of private business law. Its central provisions are found in the German Commercial Code (HGB). They concern in particular merchants, commercial companies and certain typical business relationships. Provisions of the German Civil Code (BGB) and other laws also regularly apply.

Whether and which commercial law rules apply in a particular case depends, among other things, on whether the parties are merchants, on the nature of the transaction and on the agreements made.

Transactions between businesses are in part subject to special requirements. This can concern, for example, the conclusion and interpretation of contracts, the delivery of goods, payment terms or the handling of defects.

Which provisions are sensible and effective depends on the sector, the business model and the negotiating position. That is why contract clauses should not be considered in isolation, but in the context of the contractual relationship as a whole.

Commercial law also governs who counts as a merchant and what consequences follow from that. These include, among other things, obligations in commercial dealings, entries in the commercial register and questions of representation by holders of commercial power of attorney (Prokura) and other authorised representatives.

We help you to assess commercial law requirements and prepare the necessary steps, for example when company details change, when Prokura is granted or revoked, or on questions of authority to represent.

Legal support can be particularly helpful if you:

conclude or revise contracts with customers, suppliers or distribution partners,
want general terms and conditions (T&Cs) for business-to-business transactions drawn up or reviewed,
need to complain about a delivery or respond to a notice of defects,
want to draft or terminate a commercial agent agreement or authorised dealer agreement,
want to assert outstanding receivables or defend against unjustified claims,
have questions about merchant status, the commercial register or Prokura,
want to secure an important business relationship legally.

SKNvonGEYSO advises businesses and merchants on commercial law matters, from drafting business agreements to resolving specific disputes. We tailor our advice to your operational processes and economic goals.

What we do for you

Sales and cooperation

Commercial agent law and commercial agent agreements
Authorised dealer agreements
Franchise and master franchise agreements, national and international
Area development agreements
Other sales and cooperation agreements
Project and pilot agreements

Contracts and ongoing business relationships

Drafting and reviewing supply relationships
General terms and conditions for business-to-business transactions
Licence and trade mark use agreements
Review and handling of notices of defects
Asserting and defending claims against businesses

Commercial questions

Questions on the commercial register

Contacts

The experts to match.

Lennart Holst LL.B.

Partner, Rechtsanwalt, Fachanwalt für Bank- und Kapitalmarktrecht

+49 40 697989-692

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Melanie Müller-Eberstein

Partnerin, Rechtsanwältin

+49 40 697989-692

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Frequently asked questions about commercial law

Answers to the questions our clients ask us most often about distribution and commerce.

Commercial agent or authorised dealer: what is the difference?

A commercial agent brokers transactions for a business, or concludes them in its name and for its account. For this the agent usually receives a commission. An authorised dealer, by contrast, buys the goods for its own account and resells them in its own name. Which form of distribution suits your business should be clarified when the distribution structure is planned. The contracts should reflect the chosen way of working together; what matters here is also how it is actually practised.

Do our T&Cs hold up in business with other companies?

General terms and conditions (T&Cs) between businesses are also subject to legal control. In part, different standards apply than in dealings with consumers. We draft and review your T&Cs and advise on how they can be effectively incorporated into your contracts.

We sell abroad. Which law applies?

For cross-border distribution agreements, it should be clarified which law applies and which courts are to have jurisdiction over disputes. We draft and review your contracts for national and international distribution structures, taking into account which provisions are permissible and sensible in the specific case.