• Eight key points to verify if your contract is a supply or a distribution agreement. Clientele compensation

      Quite often the purchase/resell commercial relationships between a manufacturer and its retailors is carried out without signing a contract, but with subsequent orders: the manufacturer receives it, then he sends the products, the retailor pays and then he resells to the final customer. In Spain, as it is known, there is not a “distribution contracts Act”, but courts have accepted a certain

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  • Evidences of foreign law in proceedings in Spain: new regulation.

    A new disposition (Act 29/2015, of July 30) on international legal cooperation in civil matters has come into force. The Act introduces many new features on the matter and in particular, how to prove foreign law that might be applicable to the case. The regulation on foreign law applicable in the procedures in Spain is quite curious. So far, the

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  • What is and what is not a franchise. Some ideas before signing a Franchise agreement in Spain

        When considering signing a franchise agreement, you should know well what it is. Our experience advising in Spain to domestic and foreign franchisors and franchisees, evidences many problems that could have been prevented by following some simple recommendation and seeking the prior expert advice. Note that as a prospective franchisee you are before an important decision. Much of

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  • Foreigners resident in Spain. New regulation on succession.

      The European Regulation 650/2012 on jurisdiction and applicable law in matters of successions and on the creation of a European Certificate of Succession has come into effect. It affects heirs of people who deceased from August 17, 2015. In case of inheritances, the general rule in Spain was to apply to the heirs the law of the country of

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  • Getting The Deal Through Agency & Distribution 2015

    Even Abogados is happy to inform you that a new edition on the series “Getting the Deal Through” has been recently published. This is the First Edition on Agency and Distribution. Our Partner Ignacio Alonso has drafted the chapter related to Spain.     The book contains a detailed questionnaire for 17 different jurisdictions and permits to have a first approach to the

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  • Distribution contracts: Non-attainment of the agreed minimum turnover

      The Supreme Court has confirmed in a Judgement of December 11, 2014 that the excessive turnover agreed by the parties could not be considered reasonable and, therefore, could not justify a unilateral termination by the Supplier because of a previous infringement of the Distributor. The parties were Agco Iberia S.A. (Massey Ferguson) as Supplier, and the Distributor Agrícola Madrileña who

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  • Getting The Deal Through Franchise 2015

    Even Abogados is happy to inform you that a new edition on the series “Getting the Deal Through” has been recently published on Franchise 2015. Our Partner Ignacio Alonso has drafted the chapter related to Spain.     The book contains a detailed questionnaire for 29 different jurisdictions and permits to have a first approach to the subject not only in

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  • Commercial agency: sub-agents and employees

    Spanish Agency Act states in its article 5 that an agent has to act personally or with its employees. The agent can also appoint sub-agents but, in this case, the agent needs the express authorisation of the principal. In this procedure, the principal argued that the agent had appointed two sub-agents without his express authorisation and, therefore, he had breached

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  • Six key questions to consider in commercial distribution contracts

    Based on our experience in many years advising and representing companies in the commercial distribution (in Spanish jurisdiction but with foreign manufacturers or distributors), the following are the six key essential elements for manufacturers (suppliers) and retailers (distributors) when establishing a distribution relationship. These ideas are relevant when companies intend to start their commercial relationship but they should not be

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  • Some clues on evidences in procedures claiming for goodwill (clientele) indemnity in agency (or distribution) agreements

    Even Abogados has defended a foreign manufacturer distributing its products in Spain with a local agent/distributor. The agent/distributor sued our client claiming for the goodwill indemnity foreseen in Article 28 of the Spanish Agency Act. First Instance Court has accepted our arguments basically due to the lack of evidences produced by the plaintiff. Our intention is not to discuss about

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  • Latest developments in distribution agreements case-law

    DISTRIBUTION AGREEMENTS. DAMAGES INDEMNITY: PREVIOUS NOTICE AND ABUSE OF RIGHT

    The Provincial High Court of Murcia (Audiencia Provincial) in a Judgement of June 24th 2013 and following previous resolutions of the Supreme Court, has confirmed that in case of a distribution agreement with indefinite duration, the indemnity for damages needs the termination in an unexpected way.

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  • Some thoughts on non-competition clauses in franchise agreements

    The case.  I have recently renewed my membership in my gym in Madrid. It belonged to a well-known franchise network but, surprisingly, when I came to pay my subscription there was a difference: same premises, same employees, same company, but different brand. The manager explained to me that they decided not to renew the franchise agreement but just to change

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