Franchise, Distribution & Agency

The Competition and Public procurement practice group has considerable experience in supporting companies in their international business activities. Our specialists understand the impact of differences in legal cultures and different work approaches in negotiating international commercial contracts. As well as identifying and assessing the legal aspects, we deliver clear added value in our role as strategic sparring partner in considering the commercial implications of various distribution forms. The overall objective is to select the distribution and organisation structure that best suits your business. The ideal structure can range from distribution, franchise agency or representation through to other forms of collaboration. Once you have chosen the ideal distribution structure, we can also effectively and efficiently assist your business in putting that structure into (international) practice.

Commonly occurring examples of commercial contracts include franchise, distribution and agency agreements within which other variants are also possible, including open, exclusive or selective distribution. The choice of model will depend on the importance of Internet sales to the organisation. The specialists in our practice group advise and counsel leading franchise chains and brand manufacturers on their national and international distribution structure. We also have huge experience with other forms of cooperation such as R&D agreements, production and licensing agreements, letters of intent and non-disclosure agreements.

The (European) competition rules clearly influence the agreements that (brand) manufacturers, distributors, suppliers and retailers are permitted to reach. Competition law determines what kinds of agreement are permitted between the various players in the supply chain for example in respect of exclusive and selective distribution, pricing, marketing, Internet sales, non-competition and exclusive purchasing rights. By way of examples from practice, our competition law specialists regularly offer advice on whether or not to employ different prices for physical and Internet stores, exclusive discounts and advertising campaigns via the Internet, the offering of products via price comparison sites, the requirements that can be imposed on selective distributors, whether or not a supplier is obliged to deliver products, and the scope of competition clauses both during and after the end of cooperation. All these subjects are of massive commercial importance and are increasingly influenced by competition law.