Background

Economic theory of vertical restraints

Economic theory and competition law

Should distributors have more protection?

Vertical restraints put to the test of economic analysis

Structure of distribution law - Book plan

General bibliography

Introduction

Localizing the anticompetitive effects

Effect on trade between Member States

Scope ratione loci

Concept of an undertaking

Intra-group agreements

Scope ratione personae

Applicability of competition law to vertical agreements

Definition of the relevant market

Anticompetitive object or effect

Appreciability threshold

Concept of agreement and concerted practice

Prohibition of vertical restraints

Block exemptions

Individual exemptions and rule of reason

Exemption of vertical restraints

Control of vertical restraints

Prohibition

Exoneration

Restrictive agreements

Principle

Applications

Abuse of dominant position

Exclusive purchase/Exclusive supply

Resale outside network

International agreement

Exclusive distribution agreements

Manufacturer's guarantee

Protection of the brand

Protecting the network against third parties

Relations between the parties

Selective distribution

Hardcore restrictions

Individual exemptions

Rule of reason

Prohibition of restrictive agreements and individual exemptions

Distribution of new motor vehicles : Regulation No 330/2010

After-sales : Regulation No 461/2010

Block exemption

Motor vehicle distribution agreements

Merger control

Franchising

Commercial agency and competition

EU harmonization

International agency

Commercial agents

This book provides a wide-ranging review of the European rules relating to distribution: exclusive purchase and exclusive supply, exclusive and selective distribution, motor vehicle distribution, franchises, commercial agents.

European Distribution Law

The undertakings concerned may freely offer commitments to do or not to do some action to meet the specific features of the market on which they operate, such as commitments not to discriminate in respect of third parties to the agreement .

A breach of the commitments made in return for the exemption of an agreement only leads to the withdrawal of the exemption if, from the point of view of the overall achievement of the objects of the commitments, it is a clear and serious breach that has had serious and material adverse effects and resulted in irreparable and serious damage to a third party or if there has been several breaches demonstrating a persistent failure to comply properly .

The Commission sometimes makes exemptions subject to conditions and obligations , requiring the beneficiary of the exemption to do or not to do some action, or may confer on the Commission the possibility of continuous supervision of the exempt agreement through obligations to provide information and submit to control . The Commission has discretion in this area and has the power to attach obligations to its decisions rather than conditions . It may also modify or withdraw a decision if the beneficiaries abuse the exemption, or if they request its cancellation.

Commission Decision No 82/628 of 18 August 1982, Distribution system of Ford Werke AG - interim measure, LawLex200500004105JBJ: Urgency can be the justification for a motor vehicle manufacturer having changed its distribution network in order to restrict the range of products sold by its distributors, being obliged to revert, within a short period, to the non-discriminatory system as applied previously, pending a final decision on the main claim.

Commission Decision No 1999/781 of 15 September 1999, British Interactive Broadcasting/Open, LawLex200500005276JBJ, for an agreement for the creation of a joint venture.

The conditions directly affect the validity of the agreement. They are conditions subsequent i.e. non-compliance with which entails the cancellation of the exemption decision. They are also suspensory as they make the derogation subject to an action by the company or an event. The obligations give rise to duties. However, the validity of the exemption is not subject to them. It most often relates to an obligation to ensure that the Commission is regularly informed.

Commission Decisions No 75/73 of 13 December 1974, Bayerische Motoren Werke AG, LawLex200700001839JBJ: obligation for an annual submission of reports on the relations between supplier and existing or potential distributors; No 92/33 of 16 December 1991, Yves Saint Laurent Parfums, LawLex200500005352JBJ: obligation to submit to the Commission detailed reports every two years showing the amount of minimum number of purchases set every year, the total amount of purchases achieved over the past year by all approved points of sale, all tariff increases, the launch of new products or withdrawal of old products from the market and the number of approved points of sale.

Case T-289/01 Duales System Deutschland v Commission [2007] ECR II-1691, LawLex200700001494JBJ.

Conditions and obligations/Commitments

47. Conditions and obligations/Commitments