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Publications: Commercial and Corporate Law

News June 2021: the importance of being earnest (!) and having clear and readable general terms between professionals
Reminder:   In the B2C universe, it is generally acknowledged that unclear general conditions of sale are unenforceable towards the client “consumer” (a font size smaller than 8 is generally excluded) and that vague, ambiguous or illegible provisions must be construed in the consumer’s best interest (article L.133-2 of the French consumer code). Familiar with those principles of readability and clarity required in consumer law, professionals may tend to forget that those same principles must also govern relations between professionals and the commercial documents...
Publié le 06/07/2021
News May 2021: Beware of clearly notifying the termination notice period of an established relationship in the event of recourse to a call for tenders.
Reminder: According to article L.442-1 - II of the French Commercial Code (former article L 442-6, I, 5 °): “Any producer, trader, or service provider shall be held liable and obliged to make good the damage caused by abruptly breaking off an established business relationship, even partially, without prior written notice commensurate with the duration of the business relationship and consistent with the minimum notice period determined by the multi-sector agreements in line with standard commercial practices. (...)” If it is commonly acknowledged that the systematic recourse to...
Publié le 06/07/2021
News April 2021 : Two interesting decisions when prosecuted for the sudden termination of an established business relationship
Reminder: According to article L.442-1 - II of the French Commercial Code (former article L 442-6, I, 5 °): “Any producer, trader, or service provider shall be held liable and obliged to make good the damage caused by abruptly breaking off an established business relationship, even partially, without prior written notice commensurate with the duration of the business relationship and consistent with the minimum notice period determined by the multi-sector agreements in line with standard commercial practices. (...)” What to remember: The two noteworthy judgments enshrine...
Publié le 06/07/2021
News September 2019: Beware of increasing fines for non-compliance with maximum payment terms!
Quick reminder: Pursuant to article L.441-10-I of the French commercial code: the parties may not agree to payment terms exceeding 60 days as from the invoice issuance date. by derogation of the above, the parties can provide for a maximum payment term of 45 days end of month after the invoice issuance date, subject to the fact that this derogatory payment term is expressly provided for under the applicable contract and is not to be regarded as grossly unfair to the creditor. if nothing is specifically agreed upon between the parties re. the payment terms, the settlement date may, in no...
Publié le 06/09/2019
News January 2017: Infringing the legal cap on payment terms is now punishable by a fine of 2 million euros.
        In our article published in September 2016, we announced that the fines applicable in case of non-compliance with the legal French cap on payment terms would probably be increased. This has finally been implemented by Article 123 of law n°2016-1691 dated 9 December 2016 relating to transparency, fight against corruption and modernization of the economy, which has notably amended article L.441-6-I para. 9 of the French commercial code[1]. The main modifications related to the maximum payment terms – which have been validated by the French...
Publié le 21/02/2017
News September 2016 : The legal cap on payment terms in international contracts: The French Case
 This article, written by Sarah Temple-Boyer and published in the International Business Law Journal addresses the difficult co-existence between the constraint in France of a legal cap on payment terms and the privileged consensualim in international contracts.   This material was first published by Thomson Reuters Limited, in Sarah Temple-Boyer, Le plafonnement légal des délais de paiement dans les contrats internationaux: l'exemple français - International Business Law Journal, n°3, 2016 - The legal cap on payment terms in international contracts:...
Publié le 05/10/2016
News: Unfair commercial practices - ineffective good faith
Unfair commercial practices: the advertiser, even when acting in good faith, is solely liable in case of misleading commercial practices                                                                                                                                   :...
Publié le 07/09/2015   |   Mis à jour le 11/12/2015
News: Commercial agent - legal status
When the legal protection afforded to commercial agents turns against them                                                                                                                                                     :
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Publié le 07/09/2015   |   Mis à jour le 11/12/2015
Qui est le moins cher ("who is the cheapest?")? reigniting the price war within the food retail sector... (November 2011)
Advocates of the systematic comparison of prices between competitors have every reason to be pleased! :
Two recent court decisions confirmed the recognition of the positive effects of price comparability by facilitating the implementation thereof, in the name of the sacrosanct principle of free competition. First, in a judgment dated October 3, 2011 (n°09/04687), the First Instance Court of Strasbourg rejected the claim of the discount supermarket chain Lidl who challenged the right of Leclerc (a major operator of medium-sized hypermarkets in France) to compare, via its price...
Publié le 07/09/2015
Decisions against commercial agents: rare enough to be noted (October 2009)
The Law no. 91-593 dated June 25, 1991 transposing the European Union Directive 86/653 EEC of 18 December 1986 is notoriously protective of the status of commercial agent it created. For example, Articles L. 134-1 et seq. of the French Commercial Code (codifying the aforementioned Law) notably grants the agent a virtually automatic right to an indemnification “if its commercial relationship with the principal ends” (Article L. 134-12 of the French Commercial code).  Further, case law interprets the provisions of French law in favor of the agent. As such, case law is well-established:...
Publié le 07/09/2015