Even if there remains a field of compensation that has not yet been fully defined, it is likely, according to the position of the CJEU, that an agency cannot withhold compensation for a breach by the agent during the contract in accordance with the position of the CJEU if the client was only aware of such a breach after termination. The agency contract can have a fixed or indefinite duration. If the contract has an indefinite duration, it can be terminated by both parties with at least a notice of: The conditions of relations between commercial agents and their principals in France are governed by Law No. 91-593 of 25 June 1991. That legislation shall include Council Directive 86/653/EEC coordinating the laws of the Member States relating to self-employed commercial agents, including the requirement laid down in Article 17 that each Member State take the necessary measures to ensure that the commercial agent is compensated or compensated after the termination of the agency contract. Under the compensation scheme, the representative is entitled to compensation for the damage caused by the termination of his relationship with his client. Such damage exists in particular where the termination occurs in circumstances which (1) deprive the agent of the commission which would have given him the proper performance of the agency contract while the principal has enjoyed significant advantages in relation to the agent`s activity, and/or 2) which have not allowed the agent to cover the costs and expenses, that he has engaged for the execution of the commercial agency contract on the advice of the customer. In the event of premature termination of the agency contract, the agent is entitled to compensation for the damage caused by such termination (which, if the contract is of a certain duration, is equal to the amount of commissions that the agent would have received up to the normal date of termination of the contract). The agent`s right to receive compensation also applies in the event that the contract is not renewed, in which case the agent should be compensated for the loss of income. However, the Agent loses its right to compensation if the Contract is terminated by the Agent for reasons other than the Agent`s age or illness or by the Customer due to a breach or material misconduct (“gross negligence”) of the Agent. According to Article L.134-1 of the French Commercial Code, a commercial agent is a professional representative who finally negotiates and concludes contracts in the name and in the name and on behalf of his principal. A written agency contract is not mandatory, but is recommended. The chosen agreement is a contract by which a supplier grants a non-exclusive right to a distributor selected according to criteria established by the supplier to ensure the proper distribution of its products.
A selective distribution system is used when the preservation of the image, brand and positioning of products is important. 1) Is it possible, under French law, to have a restriction clause during the agency contract and, if so, is it subject to restrictions? Any clause obliging the agent not to compete with the client`s activities after the termination of the agency contract must be made in writing. The duration of such a clause shall not exceed two (2) years after the termination of the commercial agency contract. The non-compete obligation must also be limited to the geographical area, the clientele and the products or services which have been the subject of the agency contract. Cancellation policy: 1 month for the first year, 2 months for the second year, 3 months after. In the event of premature termination of the agency contract, the intermediary is entitled to compensation for the damage suffered. As regards the latter circumstance, the Cour de cassation found in 2010 that a contracting entity which terminates a commercial agency contract may evade its obligation to compensate in the event of serious breach by the agent during the performance of the contract, even if the contracting entity became aware of such a breach after termination. The compensation scheme, which is based on the French law of 1958, does not set a maximum amount of compensation, unlike the compensation scheme. Indeed, French case law and the amount of compensation has justified this system by the fact that it represents the cost of purchasing the agency for the agent`s successor or that it represents the time it takes the agent to restore the clientele from which he was forcibly deprived. This pre-contractual information document must be provided to the dealer at least 20 days before the contract is signed.
In addition to the basic legal requirements, you must also have in the distribution contract: in accordance with Article 12 of the French legislation in force, the agent is entitled to compensation for the damage suffered. However, within one year, the Contractor must claim such compensation by informing the Client of the Contractor`s intention to assert these rights, otherwise it will be deemed lost. According to a judgment of the Chamber of Commerce of the Court of Cassation of 18 January 2011 (No. 09-72.510), this period of one year, during which the commercial agent is entitled to inform the principal of his intention to assert his right, begins from the effective termination of the agency contract and not at the end of the notice period. in situations where the two data do not match. French law, in particular Article 14 of Law No. 91-593 of 25 June 1991, allows the application of a commercial restriction clause after the termination or expiry of the agency contract. Rights and claims of a commercial agent in the event of termination of a commercial agency contract in France The above minimum notice periods also apply to fixed-term agency contracts if these contracts have been continued after their normal date of termination.
Council Directive 86/653/EEC coordinating the laws of the Member States relating to self-employed commercial agents lays down intra-EU guidelines for relations between commercial agents and their principals. In particular, Article 17 of that directive requires Member States to take the necessary measures to ensure that the commercial agent is compensated or compensated after the termination of the agency contract. Franchise agreements allow a company to exploit a concept and benefit from the know-how of a company that has already developed a proven business model. Commercial agency contracts (and the activity of commercial agent) are strictly regulated in France. The agent enjoys significant legal protection and agency contracts must be drafted with caution to protect both the interests of the agent and those of the principal. Most of the legal provisions on the position and protection of commercial agents are mandatory and cannot be announced. There are a number of French legal and regulatory provisions that protect commercial agents. When drafting the first agreement with the agent, caution should be exercised regarding: If you want to sell low-risk goods, a distribution contract may be the best option.
A “distribution agreement” is a contract with an intermediary who sells products or services for you. There are 3 types of distribution agreements: (1) the exclusive “Exclusive Distribution” agreement, (2) the “Selective Distribution” agreement, and (3) the “Franchise Agreement” franchise agreement. A restriction clause applicable during the term of the agency contract is authorized by French Law, in particular Articles 3 and 4. The commercial agency contract cannot be assigned by the entrepreneur without the prior consent of the customer. In the event that the contract is assigned, the representative is no longer entitled to the compensation due by the customer upon termination of the contract. The territory covered by the distribution contract, Article L.330-3 of the French Commercial Code, requires that, before concluding a distribution contract, a specific document be signed by the supplier so that the reseller knows what he is committing himself to. This document must specify the supplier`s experience, the state and development of the market, the size of the supplier`s network, the duration, the conditions for renewal, termination and transfer of the contract, as well as the details of what is to be treated as exclusive. Non-compete obligation: prevents the agent from competing with the client after the termination of the agency contract. Must be limited in writing, time and space. Articles 11 to 13 govern the termination of a contract, Article 11 laying down the conditions for such termination.
Specifically, the notice period for the termination of a commercial agency contract is as follows: An exclusivity agreement gives an individual distributor exclusivity for the distribution of the supplier`s products. This should be limited to a specific area with a limited duration. Assist the distributor`s supplier in obtaining the marketing authorizations necessary for the distribution of products in the territory. This was challenged by a decision of the Court of Justice of the European Union by which the Court of Justice ruled that no compensation or severance pay can be withdrawn from a commercial agent if the entrepreneur finds a delay of this representative occurring after the termination of the contract. but before the expiry of the contract in question […].