Practices - Day-to-Day business and core related fields

Day-to-Day Business

Contracts

We provide legal services ranging from raw contract drafting and review to structuring transactions and handling the toughest negotiation or contract amendment issues of a wide spectrum of contracts, in various industries. We also advise our clients on the performance or termination of contracts, both in the pre-litigation and litigation phase.

Corporate

Our legal services encompass all matters related to the incorporation of a company and any subsequent changes, functioning of management and administration bodies, liability of directors, shareholders and the company. We also advise clients on any modifications in a company’s structure, including transfer of shares and of business.

Employment

We provide legal advice on every employment law matter, from the conclusion and performance of individual labor agreements, drafting internal regulations to complex collective dismissal or transfer of undertaking procedures. We also support our clients in obtaining work and residence permits, long and short stay visas or social security European forms.

Real Estate

We advise our clients on real estate transactions, such as sales, purchase, leasing or security arrangements. We also assist companies in all stages of real estate development projects, including in relation to obtaining building permits, concluding general contractor or subcontracting agreements as well as the taking over process.

Competition & State Aid

We assist companies in unfair competition disputes and provide legal advice in relation to antitrust and competition law matters as well as representation before the Competition Council, including during investigations. Our legal advice also covers state aid procedures, such as assessing the compliance of state aid schemes with European legislation.

IP & Data Protection

We assist companies with the drafting and review of contracts and clauses regarding IP rights (such as trademarks, copyrights, patents) and guide them through the national, European and international registration procedures. We also advise clients on the proper implementation of the GDPR within their organization as well as the contracts concluded with business partners.

Infrastructure

FIDIC Contracts

We advised a well-known international construction company with regard to the risks arising from several Red FIDIC works contract, for projects with a total estimated value of over EUR 100 million, such as the construction of the Targu-Jiu ring road and the rehabilitation of railway bridges over the Danube.

Public works contracts

We advised several companies in the construction, infrastructure and waste management sectors, on the performance, amendment and termination of works public procurement contracts, with a value of over EUR 40 million. Our legal advice covered various matters such as the impact on the contracts’ value of the significant changes in the fiscal and employment legal provisions.

Ring belts

We provided legal advice to a company in the construction sector on performance of the contract for the design and execution of the Satu Mare ring belt, with a value of approximately EUR 60 million. We drafted legal opinions on the financing and performance of the contract and proposals for amendment of the contract.

Highway and roads rehabilitation projects

We advised a construction company in connection with the performance of the contract for the construction of the A3 highway sector Suplacu de Barcau-Bors, worth approximately EUR 160 million, as well as the execution of a works contract worth more than EUR 14 million concluded with Targoviste Municipality for the modernization and rehabilitation of the city beltway.

Real Estate & Constructions

Turnkey execution of an office building

We offered legal advice that ranged from review of the general contractor agreement, worth almost EUR 120 million, to assistance in the performance of the agreement on various issues such as the building-price index in Romania, contractor’s liability towards the subcontractors, legal liens, penalty clauses, general liability of the contractor.

Long-term lease contracts for commercial premises

We advised several companies in the food industry or in the construction sector on the negotiation with major international hypermarkets and retail chains of several long-term lease contracts for commercial premises. Our lawyers reviewed the contract clauses covering the whole process for the development of the real estate projects, from obtaining building permits to building the premises and subsequent lease.

Real estate due diligence

We provided legal advice in relation to the compliance of the projects financed within the Green Industry Innovation Programme Romania, part of Norway Grants, with the real estate/ownership rules. We thoroughly analyzed the works or sale-purchase contracts of land, equipment or vessels concluded by beneficiaries for the implementation of the projects.

Construction of leisure clubs

We advised two major Romanian real estate developers in relation to the conclusion of the works contracts for the construction of two luxury leisure compounds in Bucharest and Constanta, financed through the European Regional Development Fund, with a total value of over EUR 30 million. Our team advised the clients on the drafting and performance of the works and equipments public procurement contracts, including a Red FIDIC contract.

Engineering

Current corporate and employment matters

VASS Lawyers advised a multinational engineering company on current corporate matters, from representation in front of the trade registry, drafting the general shareholders’ meeting decisions to assisting the company in changing its headquarters and directors. Our legal advice on employment matters referred to the conclusion and termination of employment contracts, restructuring of the company and representation within disputes with employees.

Engineering framework agreement

We reviewed the standard clauses of a framework agreement and an engineering services contract for an important company in the oil industry, including in accordance with the provisions of the civil legislation. At that moment, the New Civil Code had just been adopted.

Civil contracts

We advised a multinational engineering company on the conclusion and performance of several contracts, with a total value of over EUR 2 million. Such contracts included design and project management contracts in the industrial and oil & gas sector, a lease contract for the company’s headquarters or settlement agreements. We also assisted the company during the negotiation for the settlement of a dispute arising from a contract of more than EUR 61 million.

Construction of a multifunctional Schengen center

VASS Lawyers successfully assisted and represented an Irish company specialized in design and technical consultancy services in relation to a dispute arising from the performance of a consulting services and technical assistance contract for the construction of a multifunctional Schengen center, with a value of over EUR 600.000.

IT & Telecom

Contracts in the telecom industry

We advised the main supplier of broadcast and mobile communications antennas on the Romanian market in relation to the conclusion, negotiation, performance, termination of various contracts, with a total value of over EUR 50 million. Such contracts included specific works, design and supervision contracts in the telecom sector (for the installation of complex telecommunications systems, including radio/tv towers), distribution agreements of telecom equipment, as well as complex cross-border transactions for projects in Turkey or Belgium. Legal advice was also granted for contracts related to the ongoing operation of the business such as settlement, auditing services, sale-purchase, recruitment, lease or confidentiality agreements.

Corporate, employment and data protection matters

We assisted companies both in the telecom and IT industries on their daily corporate matters, from amendments in the articles of incorporation, representation before the trade registry or drafting the general shareholders’ meeting decisions to more complex issues such as transfer of shares and business or director’s liability. We also advised the companies on implementation of the GDPR within their organization and in the existing contracts. Legal advice on employment ranged from conclusion of employment contracts, drafting internal regulations to more complex issues, such as the procedure for a transfer of undertaking.

Online music platform

We drafted all necessary documents for an online music platform established by a group of young entrepreneurs, to be launched in the near future, such as the Terms and Conditions, Privacy Policy and Cookies Policy. Our legal assistance involved a thorough analysis of the applicable civil, intellectual property and currently evolving data protection legislation.

Software development

We advised an IT company on the conclusion and performance of several contracts for software development, sales of software licences and provision of related services. Our team also assisted the client in the conclusion and performance of contracts of administrative nature, such as lease, accountancy or partnership and provided ongoing legal advice on fiscal and intellectual property matters, including representation before the competent authorities, such as the State Office for Inventions and Trademarks.

Auto & Technology

Surveillance technology

We assisted a Hungarian manufacturer of surveillance systems in relation to the award of a framework agreement for the supply of surveillance vehicles with thermo-vision, with an estimated value of approximately EUR 12 million. Our lawyers drafted substantial amendment proposals to the framework agreement and the subsequent contracts, to be submitted within the tender.

Mechanical parts and subassemblies for lifting machines

VASS Lawyers advised the Romanian subsidiary of a Belgium company, producer of mechanical parts and subassemblies for lifting machines, on day-to-day corporate and commercial matters, including in relation to the termination of the company’s director’s mandate and the distribution of dividends.

Medical vehicles and equipment

We advised a major Romanian supplier of medical vehicles and equipment on day-to-day corporate matters such as the director’s delegation of powers, the substantial amendment of the articles of association or the transfer of shares and the increase of the company’s share capital. We also assisted the company with the conclusion of several framework agreements for the supply of ambulances, with an estimated value of over EUR 300 million.

Medical equipment

We counseled several suppliers and distributors of medical equipment on the performance of several intermediation, distribution, service and maintenance agreements, for high-end medical devices produced by world leading companies in the industry. We also assisted one of the companies in several employment contracts’ termination negotiations.

Consumer goods

Distribution Contracts

We assisted and represented two distributors in the negotiations on the termination of distribution contracts concluded with a renowned brewing company and a famous coffee and chocolate manufacturing company. Our legal services also covered assistance regarding the interpretation of contracts as well as representation in the amicable settlement of disputes phase.

International sale of goods contract

We provided legal advice on the conclusion of an international sale of goods contract in accordance with Incoterms 2010 for a major local company in the syrup industry. Our lawyers drafted the contract clauses and assisted the client timely and efficiently during negotiations.

Food aid

We assisted a major producer and supplier of dairy products in connection with the conclusion with the European Funds Ministry of a public procurement contract for the supply of food aid for deprived persons, with a value of approximately EUR 300 million. We drafted several amendment proposals which were accepted by the ministry. We also advised the company on the investigations undertaken by the Competition Council regarding rigged bidding.

Advertising campaign

Our team assisted a company in the advertising industry in the organization of a promotional campaign for a major German shoes and sportswear retail chain. We drafted the terms and conditions of the campaign and advised the client on the structuring of the advertising campaign.

Regulatory

Concession contract for a university campus

We assisted an international consortium of companies in relation to a concession contract for the establishment of a foreign campus, by a Romanian university, with an estimated value of over EUR 300 million. Our lawyers drafted contract amendment proposals that raised several regulatory issues in the field of education, advised the client on the conclusion and performance of the contract and on the preparation of the corporate documents for the tender.

Industrial and medical gas

Our team assisted a leading international company in the field of industrial and medical gas with regard to the interpretation, performance and termination of a long-lasting supply agreement for liquid medicinal oxygen, concluded with an emergency county hospital, with a value of over EUR 2 million, as well as with the conclusion of other contracts with a similar scope. These contracts raised serious regulatory issues in the field of healthcare.

Waste management and closure of landfills

We advised a waste management company regarding the conclusion of waste collection and recycling agreements, raising various regulatory and competition law issues. We also advised a recycling and sanitation company on the closure of a landfill in Brasov county in the context of the Romanian legal and financial barriers and the European Commission pressure to speed-up the process of closing 68 non-compliant landfills by taking Romania to the European Court of Justice.

Purchase of a franchise

We advised a private education company in connection with the purchase of a franchise for a children’s educational and entertaining program. Legal assistance included the revision and analysis of the franchise agreement, including non-compete and exclusivity clauses considering that a similar franchise was already sold in Romania.

Energy & Environment

Mining industry

We advised a Polish supplier of coal-cutting equipment on the performance of a supply contract for salt cutting equipment, with a value of approximately EUR 1,4 million. Our legal advice covered interpretation of the contract clauses, assistance in relation to the execution of the performance bond by the contracting entity and drafting notices during the negotiation phase between the parties.

Natural gas

We advised and represented the most important Romanian manufacturer of equipment and facilities for the production, shipment and distribution of natural gas in relation to the conclusion and performance of several ongoing contracts, with an estimated value of approximately EUR 65 million. Our team also assisted the client in a dispute with the national gas company regarding the performance of a utilities contract for the supply of pressure regulators.

Oil industry

Our team provided legal advice to an important Romanian company activating in the oil & gas industry in connection with the transfer of employees under the TUPE regulations for the operation and maintenance of offshore and onshore oil & gas installation.

Maintenance of green spaces

We advised a public service company on the performance of public procurement services contracts concluded for the maintenance of the green spaces situated in several Romanian cities, such as Constanta and Alba-Iulia, with a value of over EUR 10 million, especially regarding the adjustment of the contract’s value to the new economic and fiscal conditions.

Iulia Vass

With over 14 years of experience and a UK LLM in public procurement, Iulia is acknowledged by Legal 500 as Leading Individual for PPP & Procurement, being praised for her ‘capacity to draw scenarios regarding a certain case and anticipate the results’.

Bianca Bello

With over 10 years of experience in public procurement, Bianca is recommended by Legal 500 as being ‘professional and thorough‘. Her work is mainly focused on procurement consultancy.

Alexandra Mititelu

With over 7 years of experience in public procurement, Alexandra is recommended by Legal 500 for ‘identifying with the client in every case‘. Her work is mainly focused on procurement litigation.

Belgin Boras

With over 5 years of experience in public procurement, Belgin is an important member of the ‘great team that works like a Swiss watch‘, being involved in both consultancy and litigation projects.

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Whether you are looking to conclude a contract, settle an employment issue, find a solution for a corporate matter or develop a real estate project, our lawyers are here to support you navigate the current complex and ever-changing legal environment.

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