Francesca – IDI

THE NETHERLANDS: Franchisors beware; under Dutch law a franchise agreement is not always terminable under the franchise agreement’s termination provisions

Posted on 11 April 2025 (11 April 2025)

A franchisor (Leen Bakker) entered into a franchise agreement with a franchisee in 1995. Pursuant to that franchise agreement, the franchisee operates a home furnishings store under the Leen Bakker franchise formula. A termination clause in the franchise agreement provides, inter alia, that termination takes place with a term of 13 months, and that the […]

NORWAY: where to sue for breach of loyalty and underlying assumptions in distribution.

Posted on 11 April 2025 (11 April 2025)

In Norway there are no specific laws on distribution, and agreements are subject to the freedom of contract. However, the general underlying obligations of loyalty fair dealing (which in Norway are codified in Marketing Act art 25) must be taken into consideration when assessing your rights and obligations. We touched upon this subject in an […]

POLAND: Decision of the President of the Polish Office of Competition and Consumer Protection regarding cartel in the market for the sale of Jura brand coffee machines and accessories

Posted on 11 April 2025 (11 April 2025)

Jura Poland is the exclusive importer of Jura brand coffee machines in Poland. The President of the Office of Competition and Consumer Protection (UOKiK) stated that Jura Poland, together with its official distributors, who were also retailers, including major electronics chains in Poland such as RTV Euro AGD, Media Markt and Media Expert, was involved […]

FRANCE: Indifference of the indemnity for termination of the agency relationship to the subsequent exploitation of the same clientele

Posted on 13 March 2025

For the purpose of distributing the goods entrusted to it for sale, a real estate agent company uses the services of a commercial agent, by contract concluded in 2015. The principal having unilaterally terminated the contract in 2020, the agent, who had found clearly similar employment immediately after this termination, sued her for payment of […]

INDIA: Government publishes draft rules providing framework for new personal data protection regime.

Posted on 13 March 2025 (13 March 2025)

The Indian Government has published the draft Digital Personal Data Protection Rules 2025 (“DPDP Rules”), intended to provide the implementation framework required under India’s Digital Personal Data Protection Act 2023 (“DPDPA”) which was passed into law in August 2023 and has been in suspended animation since. The DPDP Rules provide clarity on various implementational aspects […]

UK: Kigen v NOR Capital

Posted on 13 March 2025 (13 March 2025)

In Kigen v NOR Capital [2024] EWHC 3164 (Ch), which was not a franchise case, the High Court was asked to interpret a clause to establish whether a “Success Fee” was payable. The case sets out the principles of contractual interpretation, that apply in the United Kingdom. The clause required a Success Fee to be […]

When is the buyer entitled to avoid the sales contract and how can the seller prevent it? An overview of case law under the CISG

Posted on 17 February 2025 (17 February 2025)

2. Seller’s contract avoidance requires a fundamental breach. 2.1 No fundamental breach if difference in quality is not significant (e.g. the goods are still usable). 2.2 No fundamental breach if defects can be easily remedied (except if buyer has lost confidence in seller’s ability to remedy). 2.3 No fundamental breach if the buyer refuses seller’s […]

AUSTRALIA:Changes to the Australian Franchising Code of Conduct: effective 1 April 2025

Posted on 17 February 2025 (17 February 2025)

The Australian Government has released the revisions to the Franchising Code of Conduct, with significant implications for both franchisors and franchisees. The Competition and Consumer (Industry Codes-Franchising) Regulations 2024 is to come into effect on 1 April 2025, (subject to some sections taking effect from 1 November 2025), (referred to here as the New Code). […]

CHINA: One year nationwide anti-corruption campaign against medical agents in the pharmaceutical industry in 2024

Posted on 17 February 2025 (17 February 2025)

China launched a comprehensive anti-corruption campaign in 2024 to rectify misconduct in the medical services and the purchasing and sale of medical products. The Central Commission for Discipline Inspection has issued several notices emphasizing the need to combat corruption in the pharmaceutical industry. On May 2024, the National Health Commission, along with 13 other government […]

DENMARK: Danish Court Rules on Supplier’s Direct Sales into Distributor’s Assigned Area.

Posted on 15 January 2025 (15 January 2025)

On 12 December 2024, The Danish Eastern High Court issued an interesting judgment concerning an international distribution contract. The judgment concerned, inter alia, questions on exclusivity and the question of loss suffered by a distributor as a result of (direct or indirect) sales made by the supplier into a geographical area assigned to the distributor. […]

USA: California SB 919.

Posted on 15 January 2025 (20 January 2025)

California Senate Bill 919 (S.B. 919), signed into law in 2024, marks a significant expansion to the California Franchise Investment Law (CFIL) and establishes new regulatory requirements for third-party franchise sellers.[1] This law mandates third-party sellers, including franchise brokers, broker networks, and franchise sales organizations, register annually with the state and comply with presale disclosure […]

CANADA – Aroma Arbitration: Brewing Bias?

Posted on 15 January 2025

Aroma Arbitration: Brewing Bias? The Ontario Court of Appeal’s recent decision in Aroma Franchise Company, Inc. v Aroma Espresso Bar Canada Inc. (the “Aroma Decision”)[1] explored the grounds of arbitrator impartiality and disclosure obligations under the UNCITRAL Model Law on International Arbitration (the “Model Law”), adopted in the International Commercial Arbitration Act, 2017, S.O. […]

POLAND: Decision of the President of the Polish Office of Competition and Consumer Protection regarding cartel in the market for the sale of Iveco trucks in Poland

Posted on 16 December 2024

Iveco Poland is an importer responsible for importing Iveco trucks to Poland, together with the distributors of the brand. The President of the Office of Competition and Consumer Protection (UOKiK) stated that Iveco Poland and 10 of the brand’s truck distributors participated in a cartel restricting competition on the truck market for nearly 10 years, […]

INDIA: Supreme Court holds that express designation of place in an arbitration agreement is an appropriate criterion to determine seat of arbitration

Posted on 16 December 2024 (16 December 2024)

The Supreme Court of India, in a judgement dated the 7 November 2024, made a ruling on the determining criteria for the seat of arbitration in an international commercial arbitration where the arbitration agreement does not specifically provide for such seat. The petition was filed by a distributor incorporated in Afghanistan against the Micromax group […]

PAKISTAN: Competition Commission of Pakistan penalizes a company for deceptive and anticompetitive marketing.

Posted on 16 December 2024

The Competition Commission of Pakistan has authority to review mergers, hold contracts with prohibited terms infructuous, penalize deceptive and anticompetitive marketing if it harms the interests of the competitors and/or the consumers. A case was initiated by M/s Reckitt Benckiser Pakistan Limited, the parent company of Dettol, which manufactures antiseptic soap/hand-wash products, against Lifebuoy a […]

ITALY: an influencer was retrained as a commercial agent by an Italian Court

Posted on 21 November 2024 (25 November 2024)

In a recent decision, the Court of Rome retrained an influencer, who promoted the sales of a company’s products on the internet under certain conditions, as a commercial agent (Court of Rome, No. 2615 of March 4, 2024). The case originated from an inspection of the Italian Commercial Agents’ Social Security Foundation (“Ente Nazionale […]

NEW ZEALAND: The impact of risk and compliance on cross-border sales and Franchising agreements

Posted on 21 November 2024

The impact of risk and compliance to a franchisor looking to expand and sell their brand/franchise overseas is seen in two ways: 1. A franchisor looking to expand into a foreign territory must conduct significant and thorough risk and compliance assessments. A franchisor cannot import the system they have into another country without looking at […]

BELGIUM: Extra protection for Belgian supermarket franchisees

Posted on 21 November 2024 (21 November 2024)

Extra protection for Belgian supermarket franchisees The Belgian legislator has issued the Royal Decree of June 20, 2024 for franchise contracts in the food sector (supermarkets), where the franchisors are typically in a much stronger position than their franchisees. This new legislation complements the existing law of 2020 that prohibits “unfair contract terms” in a […]

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