Joint Purchasing Agreements

Note that, in this context, distribution includes sales to downstream customers and that joint distribution is defined not only when the parties make sales through a joint team or organization or entity, but also when they jointly designate a third-party distributor (provided that the third party is not a real or potential competitor to the parties). This quick guide summarizes the assessment of competition in cooperation agreements between competitors under EU competition law. In the absence of mergers, strategic alliances and similar transactions, there are many opportunities for cooperation between competitors under competition law. Article 101 of the Treaty on the Functioning of the European Union (TFUE) is, in accordance with the national legislation of EU Member States, the main provision of EU competition law in this context. Overall, it prohibits agreements that effectively restrict, distort or prevent competition by purpose or objective (Article 101, paragraph 1, of the EUTS). However, agreements demonstrating that they generate consumer-friendly benefits and predominate anti-competitive effects may be exempted as long as the applicable exemption conditions are met (Article 101, paragraph 3, of the EUTF). The European Commission has identified certain categories of horizontal agreements that can be automatically exempted if they are covered by the parameters set out in the various category exemption regulations described in this quick guide. While legislation on cartels and abuse of dominance limits some common behaviour on the part of competitors, DOJ`s letter reminds that competitors can cooperate to benefit consumers. Companies that are properly structured and working with competitors can result in improved volume discounts, lower transaction costs, lower prices, new or improved products or services, interoperable products, or better access to otherwise unavailable products or services. The analysis of joint procurement agreements is relatively complex in two respects: while the research and development agreement provides only for common research and development, the agreement must provide that the parties have access to the existing know-how of the other parties (payment of access is permitted). However, in most other circumstances, the Commission recognizes that the issue of pre-research disclosure may be left to negotiations between the parties. Both parties should have equitable access to research and development results, in circumstances where the parties agree to limit their areas of valuation (i.e. specialize only in the use of certain areas of results).

All joint exploitation must be limited to results protected by intellectual property rights or know-how, which are essential for the manufacture of contractual technologies. #winstonantitrust AOA members accounted for “significantly less than 35% of the turnover of optometric products.” Although costs exceeded the 20% threshold, the DOJ found that joint purchases outside the safe zone are not necessarily a concern.