International contracting is a business in itself. How do you ensure that your contracts have as much effect abroad as they do in the Netherlands? Even when a contract is entered into under Dutch law, international law can come into play. This relates, for example, to the applicability of your Dutch general terms and conditions of sale or purchasing conditions. This often works differently in international contracts and under foreign law. In addition, international contracting has its own challenges when you have a dispute.
In particular if you are doing business with a non-European contracting party, our contract law lawyers in the Netherlands generally advise that you opt for arbitration instead of the jurisdiction of the Dutch courts. The background to this is that many non-European countries are also party to the 1958 New York Convention.
If you have a dispute and are conducting proceedings on an international contract, in the event of a positive verdict, you will naturally want to be able to recover everything claimed from your contracting party. As a rule, it is better to hold a so-called arbitral award, rather than deal with a Dutch judgment.
In countries such as China, America and Canada, a judgment by a Dutch court is rather limited in its effect. According to our contract law lawyer in the Netherlands, not opting for an arbitration institute, such as the ICC, the NAI or the Council of Arbitration, is a missed opportunity.
The so-called Vienna Sales Convention (CISG) can also spring to mind when contracting internationally. This a uniform treaty to which many countries, both European and non-European, are party. The Vienna Sales Convention revives international contracting between non-consumers. In addition, some international contracts are excluded from the Vienna Sales Convention, such as the sale of sea-going vessels. Please note that the Vienna Sales Convention always applies when the contracting parties are domiciled in a member state and the Vienna Sales Convention is not explicitly excluded.
Excluding the Vienna Sales Convention is not always wise. For example, if you are a supplier of products, your buyer will have to prove the increased threshold of a "material breach" when terminating, for example.
In addition, complaint periods are significantly tighter than under Dutch law. In short, we recommend that you obtain advice on international contracts and avoid legal mishaps from an experienced contract law lawyer in the Netherlands.
Remko Roosjen is an English speaking attorney-at-law in the Netherlands, specialised in Dutch contract law.
A major part of his work as a lawyer involves advising and litigating on commercial contracts under Dutch law. Remko acts on behalf of suppliers, manufacturers, importers, distributors, resellers and internationally operating trading parties.
As civil litigation attorney and contract lawyer in the Netherlands, Remko represents a wide range of both plaintiffs and defendants.