ITALY: The “change of control” clause in commercial agreements.

ITALY, 17 September 2020
The Italian Supreme Court on September 17, 2019, case no. 23092, issued a decision concerning the interpretation of the notion of “change of control” as a ground for earlier termination in favor of the licensor in the framework of a trademark license agreement.

BRAZIL: The impact of COVID 19 on commercial agreements in Brazil.

BRAZIL, 17 September 2020
Since the World Health Organization on March 2020 declared the outbreak of a global health pandemic, subsequently designated by the official name of COVID-19, the Brazilian economy is in disarray and therefore there have been damaging effects on public health, social relations and business transactions.

FRANCE: French restrictive interpretation of commercial agent qualification. A recent decision of the EU Court of Justice.

FRANCE, 15 July 2020
Since 2000, French courts have considered that the agent cannot benefit from the qualification of commercial agent (e.g. mainly the right to termination indemnity), when an agent has no power to negotiate prices/discounts and sales/purchase/service conditions on behalf and for the account of the principal.

COLOMBIA: Commercial agency and distribution contracts may coexist between the same parties and involving the same products or services.

COLOMBIA, 15 July 2020
In recent years, Colombian courts have refined the elements that differentiate a commercial agency agreement against other similar arrangements, like distribution, supply and concession schemes.

CHINA: Comments on recent Appeal Decision regarding burden of proof on calculation of franchise royalties.

CHINA, 15 July 2020
China, as a civil law country, does not generally require adverse parties to provide any evidence in their possession. However if one party can show that the other party has evidence necessary for the fulfillment of an obligation this can shift the burden of proof. There will be serious consequences if the party who has the burden of proof fails to proffer the evidence it possesses.

Follow-up: Q&A on COVID-19 and international contracts.

Following the newsletters of 30 April and 13 May 2020, IDI has updated the Q&A Paper, dealing with the most frequently asked questions concerning the impact of COVID-19 on distribution/supply, franchising and agency contracts, with a new contribution for Ireland.

COLOMBIA: The effects of the Covid19 Pandemic on distribution and commercial agency contracts in Colombia.

COLOMBIA, 15 June 2020
Civil and commercial contracts are ruled by the principle of pacta sunt servanda contained in article 1602 of the Civil Code, pursuant to which the contract is binding to the parties, and consequently, the obligations contained therein must be complied with in the way that they were agreed upon, provided that the circumstances surrounding the contract have not changed (rebus sic stantibus).

Online platforms in the EU: New rules and impact on manufacturers and franchisors.

EU, 15 June 2020
The rise of online platforms is one of the fundamental economic and social developments of recent years.

SPAIN: Non-exclusive verbal distribution contract: Unilateral resolution without notice or goodwill indemnity. Repurchase of stocks.

SPAIN, 15 June 2020
The Court of Appeal of Madrid has issued a judgment on November 28, 2019 (No. 575/2019, rec. 566/2019) on a distribution contract that rejects the compensation for lack of notice, goodwill compensation (clientele) but it condemns to the repurchase of stocks by the manufacturer.