Commercial distribution

Belgian law contains a specific extra-territorial peculiarity when it comes to commercial distribution contracts. Belgian lawmakers intend to ensure that distributors located in Belgium are afforded the protection to which they are entitled. This will is such that Belgian law provides that it applies notwithstanding any other clause to the contrary. The act on the unilateral termination of exclusive indefinite-term sales agreements as well as the act on commercial agency agreements both provide that any disputes may be brought before the Belgian courts and that they must apply Belgian law. Similarly, the act on pre-contractual information in commercial partnerships, stipulates that the pre-contractual stage of a commercial partnership agreement is governed by Belgian law and that the Belgian courts have jurisdiction when operations are run primarily in Belgium.

This extra-territorial application of Belgian law is not always easy to reconcile with other rules that trump it in the hierarchy of rules. For example, in European Union law, the parties are free to apply the law of their choosing to the agreements they conclude. Furthermore, pursuant to the New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards, national courts must recognize, as a rule, the arbitral agreements whereby the parties chose to govern their disputes by arbitration instead of by their respective national courts.

Commercial distribution agreements are useful not only internationally but also in Belgium. They are used in various sectors.

Our law firm has amassed extensive expertise in commercial distribution agreements. We routinely draft distribution agreements in sectors as diverse as banking and investment services, manufacturing hardware, aeronautics, toys, medical hardware, cosmetics, kitchen components and garments. In addition, several members of our law firm took part in drafting the model franchising agreement of the International Chamber of Commerce.  

Commercial distribution agreements are often part of a wider collaboration. Accordingly, we also draft related agreements such as licence, manufacturing, subcontracting and consortium agreements.

We also assist businesses in disputes that may arise during the term or unilateral termination of the agreement.
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