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Distribution and Franchising

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Our legal expertise can help you organise your distribution setup

Distribution and franchising issues are central to the advice provided by our Commercial team. CMS Germany advises companies engaged in production and trade on all relevant legal matters and aspects. Our lawyers also have in-depth knowledge in all the related and overlapping areas of law, such as antitrust law, competition law, trademarks/intellectual property and data protection.

Our clients include manufacturers of established branded products, distribution organisations and franchisors, as well as foreign companies seeking to gain a foothold in the German market. We advise companies that wish to restructure their distribution organisation, introduce selective or exclusive distribution systems, or conclude or terminate agreements with distribution partners. We also advise on setting up and developing digital business models, including e-payment and customer protection systems, and on creating Internet sales platforms, including B2B.

Service portfolio

Our advice covers all sectors that involve the distribution of goods and services, both nationally and internationally:

  • Framework supply agreements
  • Authorised dealer and commercial agency agreements
  • Selective distribution
  • Franchise agreements
  • Alternative forms of distribution, including e-commerce and production and distribution licensing
  • Distribution/competition law
  • Logistics agreements
  • General terms & conditions of sale and delivery
  • Selecting and designing distribution systems: exclusive or selective distribution systems, direct sales or franchising, distribution via commercial agents or commission agents
  • Sales financing, including export financing (letters of credit, HERMES export credit guarantees)
  • Out-of-court and in-court representation in disputes with suppliers, customers or distribution partners
17/09/2020
Business advisors delivering smart solutions
Commercial law reaches into all sectors. It is at the core of every business. Today’s increasingly regulated markets demand that operators manage commercial risk as they work towards their business...

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11/07/2023
EU reaches agreement on Data Act – Comprehensive EU data law is on the...
On 27 June 2023, the European Parliament and Council resolved the remaining open points and reached a political agreement on the EU Data Act, paving the way for a new law that will introduce comprehensive...
27/04/2023
Manufacturers can set margin components and bonuses for authorised dealers,...
The claimant is an association of authorised dealers with the capacity to bring legal actions against breaches of competition law and the law on general terms and conditions. The defendant manufactures...
21/04/2023
Key changes for companies related to the new General Product Safety Regulation
On 30 March 2023, the European Parliament adopted the General Product Safety Regulation for consumer products, which replaces the General Product Safety Directive of 2001 (2001/95/EC). The Council must...
17/02/2023
VBER and Vertical Guidelines leave question open on what restrictions are...
Article 4 lit. e) VBER, newly introduced with the 2022 reform of the VBER, regulates a hardcore restriction for all forms of distribution that is specifically geared to Internet commerce, and is now central...
12/05/2022
10 key aspects of the revised EU competition law in the field of distribution...
The new Vertical Block Exemption Regulation (VBER) and the new accompanying Vertical Guidelines (VGL) were published on 10 May 2022. The new VBER will enter into force on 1 June 2022 and apply for the...
27/02/2022
Handling the new EU and UK sanctions against Russia
Since 2014, the EU and the UK have progressively imposed sanctions on Russia in response to the crisis in Ukraine. Following the latest events, both the EU and the UK, as well as many other countries...
01/06/2021
Some leaks can't be fixed
“Confidential information is like an ice cube... give it to the party who has no refrigerator or will not agree to keep it in one, and by the time of the trial you have just a pool of water.” This...
17/09/2020
Business advisors delivering smart solutions
Commercial law reaches into all sectors. It is at the core of every business. Today’s increasingly regulated markets demand that operators manage commercial risk as they work towards their business...
10/06/2020
European Commission publishes support studies for the evaluation of the...
The European Commission has published support studies for the evaluation of the Vertical Block Exemption Regulation. The key findings include that although the VBER and Vertical Guidelines remain relevant...
21/04/2020
Coty v Amazon: CJEU confirms Amazon is not liable for trade mark infringement...
On 2 April 2020, the CJEU handed down its judgment in the Coty v Amazon[1] case, which relates to a referral from the Bundes­gericht­shof, Germany’s Federal Court of Justice. The CJEU ruled in favour...
17/04/2020
Autorité de la Concurrence: Record fine for systematic price fixing
The French competition authority ("Autorité de la Concurrence", or "Autorité" in the following) imposed a record fine of around EUR 1.1 billion on Apple on 16 March 2020. It found Apple was involved...
24/03/2020
Coronavirus contract checks – a ten-point checklist for all companies
The coronavirus pandemic is keeping the world on tenterhooks and affecting companies in all industries and of all sizes. In order to mitigate the effects of the crisis on existing contractual relationships...