Intellectual Property A distribution agreement will usually contain clauses which protect the supplier’s intellectual property so as to prevent the distributor from building up a competing brand or taking goodwill during the agreement or afterwards. The distributor is licensed to use the supplier’s advertising and promotional material, trademarks and equivalent intellectual property. The distributor may be restricted from using any […]
Distribution Agreements A distributor is often given the exclusive right to sell a product within a particular territory. This is an exclusive distributorship. By selling to a distributor, the supplier passes on a greater degree of risk in relation to the sale of the product relative to a direct sale or a sale through an agent. A distributor is in […]
Nature of Agreement The agreement should define its character as an exclusive distributorship, sole distributorship or non-exclusive distributorship. This will be reflected by the presence or absence of clauses which provide for exclusivity and other key rights and obligations. The clauses described in this and the following sections will vary in accordance with the type of agreement involved. An exclusive […]
Supplier’s Trading Obligations I The supplier is usually obliged to supply the relevant goods as defined by the agreement. The agreement may require the goods/ product to conform to a defined specification. The supplier may be obliged to complete orders promptly. The supplier is likely to undertake to use reasonable endeavours to meet the distributor’s requirements for the goods and to […]
Overview I The EU Treaty prohibits anti-competitive agreements and decisions which may affect trade between EU states which have as their object or effect, the restriction or distortion of competition within the EU common market. The effect must be appreciable. Where any restriction is found to be in contravention of this provision, it is automatically void and unenforceable. It can […]
Irish Category Licence The Competition Authority, now the Competition and Consumer Protection position, issued a new category declaration in relation to vertical agreements and concerted practices in 2010. The declaration follows closely the equivalent 2010 EU block exemption regulation. This exempts certain types of agreements and practices from the general prohibition The declaration is inapplicable to vertical agreements between competing […]
Vertical Agreements I Distribution agreements, Supplier agreements, franchise licensing and agency agreements are vertical agreements under Irish and EU competition law. Horizontal agreements are agreements between participants at the same level in the market. Vertical agreements are those between participants at different distribution levels in the market. Vertical agreements containing restrictions on competition are much less likely to offend competition […]