I do business with foreign companies: which law applies?

Which law applies when doing business abroad depends on many factors — but you can largely arrange this yourself. With a choice of law and a choice of forum clause in your contract, you determine in advance which law applies and which court has jurisdiction. Also pay attention to the Vienna Sales Convention.

Arrange it yourself with a choice of law

Within Europe, parties to a commercial agreement can in principle choose for themselves which law applies (the choice of law, pursuant to the Rome I Regulation). If you do not make a choice, the rules of international private law determine which law applies — often the law of the country of the party providing the characteristic performance. An express choice of law prevents this uncertainty.

Please note the Vienna Sales Convention (CISG)

In international sales agreements between businesses, the Vienna Sales Convention (CISG) often applies automatically, even if you choose Dutch law. If you do not want this, you must explicitly exclude the convention in your contract or terms and conditions. Many entrepreneurs forget this, resulting in different rules applying unintentionally.

Also choose the competent judge

In addition to the applicable law, it is important which court has jurisdiction. With a choice of forum, you establish this, so that you do not unexpectedly end up in foreign proceedings. Align the choice of law and the choice of forum.

Attention consumers

If you sell to foreign consumers, your freedom is more limited: consumers enjoy mandatory protection from their own country, which you cannot simply contract away. Take this into account when selling across borders to private individuals.

Frequently Asked Questions

Can I choose which law applies myself?

In the case of commercial contracts, in principle yes, via a choice of law. Without a choice, the rules of private international law determine the applicable law.

What is the Vienna Sales Convention?

A treaty that often applies automatically to international sales between businesses. If you do not want it, explicitly exclude it.

Does my choice of law also apply to foreign consumers?

Limited. Consumers enjoy mandatory protection in their own country that you cannot simply exclude.

Manage international business properly?

Our legal experts incorporate a watertight choice of law and forum clause into your general terms and conditions and contracts. View our contract lawteam or schedule a free consultation.