Compensation claims for the loss of clientele after contract termination
Depending on the content of the contractual relationships in the specific case, the authorized dealer may be entitled to a compensation claim after the finalization of the contractual relationship. The idea is to compensate him for the loss of clients acquired during the contract period.
Legal restrictions for compensation claims for authorized dealers
An authorized dealer is entitled to compensation in case
- the dealer was integrated into the distribution system of the principal comparable to a commercial agent and
- the dealer is contractually obliged to disclose all information about the customers to the principal after contract termination.
Claims for compensation indemnity after contract termination
Authorized dealers are entitled to claim compensation for establishing a customer base after termination of the relationship with the principal within a fixed time frame.
Calculation of such claims is legally complicated. The compensation which is granted to authorized dealers has certain particularities, especially concerning the calculation methods of the compensation claim. Several further aspects of the specific business relationship with an authorized dealer have additionally to be taken into consideration.
Dealer specific and general statutory limitation periods will apply and have to be strictly obeyed.
Determination of the relevant parameters for the specific business has to be done and reviewed together with a German lawyer familiar within this complex legal area.
Exclusion or limitation of the right to compensation indemnity?
The compensation claim may neither be waived nor limited for example by a lump sum. Therefore any restrictive agreement, eg a contractual clause defining the term "new customers" is not permitted and legally ineffective.
Should the parties agree on such a limitation clause the authorized dealer can nevertheless demand a higher compensation according to the legal requirements.
A limitation of the compensation indemnity is only possible if the authorized dealer shall not be active in the Euopean Union. In such a case the regulations of the respective country have to be considered.