According to the guidelines, the following types of vertical agreements do not fall within the scope of Section 101: the guidelines highlight the possibility of reducing competition between brands for finished products at the retail level. Significant anti-competitive effects can occur when 30% or more of the market in question is linked. Guidelines are given for cumulative silos effects. Vertical restrictions are agreements between people operating at different levels of the market, such as producers and distributors. Vertical agreements are available in a variety of forms, including franchising agreements, distribution agreements and single-brand agreements. There may be a mix of different elements in certain types of chords. On 10 February 1987, the Spanish subsidiary of Mercedes-Benz (`Mercedes`) and Motor Lugo, S.L. (`Motor Lugo`, later Auto Lugo), entered into an exclusive distribution contract for vehicles and spare parts manufactured by Mercedes and spare parts. Both sides agreed to a minimum (…) In March 1990, compaéa arrendataria del monopolio del petréleo, S.A. (hereafter „Campsa“) and Automocion y Servicion La Safor, S.L. („La Safor“) entered into a series of contracts for the distribution of petroleum products.
The contractual relationship included an agency contract and a (…) The imposition of exclusive agreements by a dominant undertaking may, in itself, constitute a violation of section 4(a) (a) (ii) and section 4 (2)c) of Article 4, paragraph 1 of the Act, unless exclusivity is objectively justified. There is therefore no obligation to demonstrate anti-competitive effects. Another contractual clause, which may de facto lead to exclusivity, is an „English clause“ requiring the buyer to declare a better offer to the seller and allowing a buyer to accept such an offer only if the supplier does not satisfy it. It is also known as „meeting with the competition“ or „right of first refusal.“ Moreover, such clauses have the same effect as single-mark clauses on competition, as the buyer is required to disclose who makes the best offer, i.e. because he has the free choice to the buyer to accept an improved offer (because he must first notify the supplier). It should be noted that a fair competition process is always full of uncertainties about the future outcome, which leads each market player to present the best bid for competition, and any restrictions that reduce uncertainty in the selection process should adversely affect competition.
