Topic: 6 nr. 4: NDAs, AGENCY, DISTRIBUTION, FRANCHISE AGREEMENTS

False (B)

Establishing liability for the breach of confidentiality

<p>agreement</p> Signup and view all the answers

<p>National law (B)</p> Signup and view all the answers

<p>False (B)</p> Signup and view all the answers

<p>It excludes questions regarding whether an agent can bind a principal in relation to a third party.</p> Signup and view all the answers

<p>Confidentiality Agreement = Contract to keep information private Agent = Independent party acting on behalf of a principal Principal = The party represented by the agent Rome 1 Regulation = Regulation concerning applicable law for contracts</p> Signup and view all the answers

<p>To promote sales (D)</p> Signup and view all the answers

<p>False (B)</p> Signup and view all the answers

<p>Pay the agreed remuneration</p> Signup and view all the answers

<p>faith</p> Signup and view all the answers

<p>Mandatory rules cannot be derogated from by agreement. (C)</p> Signup and view all the answers

<p>Agency Contract = Agent promotes sales on behalf of the principal Distribution Agreement = Distributor independent company handling sales Franchise Agreement = Franchisee uses franchisor's business model and trademarks Sales Contract = Direct transaction of goods between buyer and seller</p> Signup and view all the answers

<p>False (B)</p> Signup and view all the answers

<p>A fee calculated according to earnings</p> Signup and view all the answers

<p>principal</p> Signup and view all the answers

<p>Law of the distributor's habitual residence (A)</p> Signup and view all the answers

An agreement where both parties commit to keep shared information confidential, often involving sensitive data or trade secrets. This agreement can be signed before or after the main contract is established.

The legal challenge in confidentiality agreements arises when determining liability for information leaks. Proving who breached the agreement and caused the leak can be difficult.

In the absence of a specific agreement about the governing law, the Rome I Regulation, Article 4, paragraph 1, letter a, applies for sales contracts. It specifies the seller's habitual residence as the determining factor.

Unlike sales contracts, NDAs fall outside the scope of Article 4, paragraph 1, letter a of the Rome I Regulation. Therefore, determining the governing law for NDAs requires other legal analysis.

An independent party that acts on behalf of a principal in business transactions, without being an employee. The agent negotiates or concludes deals for the principal.

Agents, acting on behalf of the principal, typically bear no liability for contractual obligations, as they are not direct parties to the agreements.

Article 1, paragraph 2, letter g of the Rome I Regulation excludes the question of whether an agent can bind a principle in relation to a third party from its scope. This means national laws determine the governing law in such cases.

The application of the governing law is a national law question, not governed by the Rome I Regulation.

A contractual relationship where one party (the agent) acts on behalf of another (the principal) to promote sales or other business activities. This usually involves legal obligations for both parties.

Obligations of the agent in an agency contract include promoting sales, acting in good faith, following reasonable instructions, and keeping information confidential.

The principle's obligations in an agency contract include paying agreed-upon remuneration, providing necessary documents, offering assistance, and possibly refusing sales made by the agent.

Determining the governing law for a contract when the parties haven't explicitly agreed on one. It often involves considering the habitual residence of the parties and the specific provisions of the contract.

Mandatory rules in contract law, even if parties choose a different legal system, might still apply. These rules cannot be overridden by agreement, typically because they protect certain parties.

The Ingerman case established the mandatory nature of compensation for agents in EU law, even if the contract explicitly excludes it, to ensure fairness and uniformity within the common market.

A contract where one party (the distributor) agrees to sell products on behalf of another party (the manufacturer) in a specific territory. The distributor typically has its own resources and operates independently.

A contract where one party (the franchisor) grants the right to another party (the franchisee) to use their business model, branding, and know-how in exchange for a fee. The franchisee operates under the franchisor's name.

The general principle of freedom of contract in international law allows parties to choose the law governing their contracts, but this freedom has limits due to mandatory rules and the need for legal certainty.

The Rome I Regulation governs the choice of law in international contracts, particularly for contracts related to agency, distribution, and franchise agreements. It provides default rules when there is no explicit choice.