For foreign companies to do business in Japan, various contracts corresponding to business type and stage must be concluded with Japanese companies.
In the case of developing sales channels into Japan this includes contracts with sales agents and retailers as well as licensing agreements. For products and services this process includes purchasing agreements, lease agreements, commission agreement and consulting contracts. In the case of real estate this process involves purchase agreements, lease agreements and management agreements. In the case of human resources this process includes contracts of employment. For mergers and acquisitions this process includes share transfer agreements, business transfer agreements and investment contracts.
Since contracts with Japanese firms are concluded between parties used to operating according to different laws and business practices, it is necessary to research Japanese laws, negotiate contract conditions in minute detail and ensure that such detailed conditions are accurately reflected in any agreement.
Furthermore, since a contract only really ‘begins’ when it is ‘concluded,’ it is meaningless unless the two parties fully execute the terms and conditions agreed upon.
We have extensive experience assisting with contracts between Japanese and foreign firms for each of the numerous contracts listed above and are able to provide support from negotiation through to execution.
The client provided IT services in the United States and was hoping to move into the Japanese market. While their IT services had a unique market niche and were competitive, negotiations with Japanese firms stalled because the American headquarters had difficulty understanding the terms and conditions on offer.
•Preparation to enable the client to present to the Japanese firm a draft contract in Japanese
•Japanese lawyers reported in English to the client’s American headquarters on the progress of contract negotiations thereby enabling the client to understand points of contention
•Negotiations concerning such critical points as completions bonuses, intellectual property rights, contract release conditions and compensation for damages
•In contrast to the experience of many other foreign companies, it became possible for our client to counter the terms and conditions proposed by the Japanese firm in a timely fashion.
•Due to the formulation of a well-reasoned and persuasive counter offer it was possible to conclude a contract with a sales agent that guaranteed the necessary terms and conditions stipulated by our client.
•Although an issue with complaint response caused some trouble after conclusion of the contract, our Japanese legal team sent a letter to and negotiated with the counterparty and thereby managed to avoid any risk of compensation for damages.
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Despite the ambitious and accelerating global expansion of corporations, divergent national laws, economic tendencies and business practices continue to be important obstacles while doing business in foreign countries. Specializing in both domestic and international business, our lawyers are very familiar with the laws and business practices of Japan as well as other countries; we are always ready to assist you and protect your interests in Japan.
Attorney at Law
TOKYO BAR Association
Extensive practical experience providing legal services to the Japanese subsidiaries of foreign corporations and executing cross border transactions, specially advising on legal and business decision making for headquarters.
Attorney at Law
Dai-Ichi Tokyo Bar Association
With the mission of providing support for IT services easing international business, I specialized in providing legal services to the Japanese subsidiaries of overseas IT companies.
No matter the stage of your expansion into Japan – whether you just started to consider the expansion or you are already here – our team is ready and waiting to provide consultation. Please do not hesitate to contact us.