TOB UK X US
Hello everyone!
I’m in the process of obtaining standard permanent Terms of Business for my agency in the UK, aimed at working with clients in the US.
While I’ve successfully negotiated terms with domestic clients during my time at various agencies both in the US and the UK, this will be my first experience with cross-border agreements.
I know many businesses operate this way, so I’m curious: what key considerations should I keep in mind when drafting these terms or when purchasing a template contract?
Thanks in advance!
RCadmin
Hello!
It’s great to see you’re expanding your business internationally! When creating Terms of Business that will apply to your agency operating in the UK and servicing clients in the US, here are some key considerations to keep in mind:
Jurisdiction and Governing Law: Clearly specify which country’s laws will govern the contract. In cross-border agreements, it’s common to choose either UK or US law, but this can affect how the contract is enforced.
Compliance with Local Regulations: Ensure that your terms comply with local laws in both the UK and the US, as regulations can vary significantly. It’s advisable to understand both countries’ consumer protection laws.
Tax Implications: Be aware of any tax obligations that arise from doing business across borders. Consult a tax professional to understand VAT/GST implications in the UK and sales tax in the US.
Payment Terms: Factor in currency exchange rates and payment methods. Clearly define how you will handle payments and any fees associated with international transactions.
Intellectual Property Rights: Address ownership of any intellectual property created as part of your services. Be clear about rights and usage in both territories.
Dispute Resolution: Include clauses for dispute resolution, whether through arbitration, mediation, or litigation, and clarify the process for handling disputes that span international borders.
Confidentiality and Data Protection: With GDPR in play in the UK and varying data protection laws in the US, ensure your terms address how you will handle client data appropriately.
Termination and Liability: Clearly outline termination clauses and any limitations of liability to protect yourself in unexpected situations.
Use of Templates: While templates can be a good starting point, consider having a lawyer review them to ensure they are tailored to your specific needs and compliant with both UK and US laws.
Cultural Differences: Lastly, keep in mind any cultural differences that may affect client expectations and practices in the US compared to the UK.
Good luck with your agency, and I hope this helps guide you in setting up your Terms of Business!
Best,
[Your Name]