Questions about international ''offline marketing'' business agreements

My answers are regarding such an arrangement between US people, however, as far as I know, international dealings like this carry even more weight and responsibility. One major reason is that the two countries have different laws.(Actually, your profile doesn't say in which country you live.) The comments below are to show you SOME of the things that should be considered. Take my responses only as basic information regarding US arrangements, but DON'T go with anybody's recommendations (not even mine) other than a lawyer's who deals with international business law exclusively. (No general lawyers, no other types of lawyers.). So, my disclaimer: I am not a lawyer, and what I write here should not be considered as legal advice.

That said, I don't know what scale of business you are talking about -- whether it would be small money that wouldn't justify the costs of talking to a lawyer (in that case I wouldn't do the deal), or if it's more serious money (in which case you should proceed only if you feel comfortable after the lawyer's advice.

Yes, you will be responsible. Partnership is the weakest form of business arrangement. Even if you don't write and sign any kind of paper, such an arrangement is considered a partnership by default, by law. That means, you are 100% responsible for everything the other person does. Even to the extent of ALL your personal assets and possessions.

If you write and both of you sign an actual partnership agreement, you can specify what each of you put in, and what each of you will get out (e.g. you put in x, and will get 40% of revenues, etc. Your liability is theoretically limited to those percentages, however, there might be cases when you can still be held fully liable.

Very likely it would be considered as a partnership, but there is much more wording in the agreement, so this question could not be answered on the basis of only this much information.

Waiving your right to trial or litigation against the other party would be a VERY foolish thing to do.

She rightly expects you to share the responsibility for losses and other thungs as well. It wouldn't be fair to her not to. In that case, you could just do all kinds of things for your own benefit, and maker her responsible for all the losses. I am not saying you would, but she has the right to protect herself just as much as you do. In fact, she would be a bad business person if she wouldn't want to protect herself. Besides, losses can occur regardless of both parties' good intentions.

You can make a mistake too, not only she. She would also be paying for your mistake. You share in the profits, you share in the losses.

The best way to do business is to set up a legal entity, such as an LLC, or S-corp or C-corp. Which type would be best for your purposes would depend on the type of business, and the preferences of both parties. Again, I don't in which country you are, so, these types of entities might be different.

Again, best thing is to talk to a lawyer.

I'll second that, do not use partner at all, dont even have the word partner in the docs.

Without knowing the details here is what I do in this type of deal:

Make my own company and own 100%. Then have outside sales person agreements where when they find business, they get a % of the revenue as a commission.

Its better to keep control of it.

Unless you are experienced, its probably better to not be partners with anyone outside of your state. It can be difficult enough dealing with partners in the same city.

Also, I just had another thought. Any contract you sign might be unenforceable by you. Meaning invalid depending on the country or that it might cost more to enforce it over seas than it would be worth, which makes the contract meaningless.

For example lets say you guys do well and down the road there is $50K worth of money in dispute. How much is it going to cost to enforce the contract over seas?

Each trip over there burns $2K and now you need an international lawyer, which is probably twice the cost- so now $1000/hr instead of $500.