Antitrust and Sales

Antitrust laws have become a key driver of corporate strategy in recent years. Today companies must be very careful to ensure that business practices and sales strategies are in accord with national and European competition rules. And all decisions must remain economically viable.

Especially in sales, many diverse legal challenges arise. Companies are responsible for an antitrust-compliant design of sales contracts and terms and conditions, particularly with regard to pricing, exclusivity clauses, or market-allocation schemes. Antitrust violations, on the other hand, can have serious financial consequences – sanctions can amount to up to 10% of global annual revenue.

For example, in the area of software sales, the content of competition law and IP/IT obviously overlaps again and again. For that reason, we at SAXINGER have bundled this know-how in our practice group IP / IT + COMPETITION in order to be able to offer holistic and special solutions.

We help you minimise all antitrust and sales risks. We do this by working with you to develop legally certain business and sales strategies that meet regulatory requirements and always keep your business interests in mind.

Legal Consultation in Antitrust Law and Sales

Antitrust law is designed to protect fair competition and prevent anticompetitive practices. In all areas of their business, companies must therefore comply with antitrust regulations and come to terms with sales-related legal challenges.

In-depth legal consultation is essential, particularly in the following situation:

• Mergers & Acquisitions (Joint Ventures): Mergers and acquisitions must be reported to and reviewed by competition authorities to ensure that competition is not improperly restrained.
• Cooperation with competitors: Even for strategic partnerships or joint projects, it must be ensured that they do not impede competition.
• Design and review of sales contracts: Whether online shops, reseller models, commercial agent contracts, franchise contracts, or supply contracts, companies must adopt agreements that are legally certain and economically viable.
• Preventive measures - audits and training: Internal processes and contracts should be regularly reviewed for antitrust compliance in order to prevent violations.
• Consultation in grant law: Companies receiving government funding or subsidies must ensure that they comply with EU competition law.
• Safeguarding business relationships: By reviewing General Terms and Conditions and contractual clauses, legal risks can be minimised and pitfalls can be avoided.
• Enforcement of and defence against claims: Companies need legal assistance with settlement claims of commercial agents, contract terminations, or claims for damages.
• Representation in court: In legal disputes, competent representation before courts, chambers, and the authorities is essential to safeguard corporate interests.

Our Antitrust and Sales Expertise

From internal audit to proceedings at the national and EU level, we offer you a full range of antitrust and sales services.

Antitrust compliance – training and prevention

Our comprehensive training and compliance programmes educate employees and management on antitrust risks and keep your business safe.

• We provide industry-specific training on the prevention of legal violations and especially raise awareness of employees in risk positions, such as those in sales and marketing, for compliance issues.
• Companies are prepared for how to behave optimally if there is a crisis during search and seizure operations.
• Our specialists conduct antitrust audits on operations to identify and correct potentially critical business practices.
• In the field of sales, we support the development of antitrust-compliant sales structures.

Pricing

Antitrust law prohibits price fixing that distorts competition. Our firm advises and informs companies on admissible and inadmissible pricing. We provide legal support for:

• Analysis and evaluation of pricing strategies for their admissibility under antitrust law.
• Review of sales contracts to avoid inadmissible price commitments.
• Representation in antitrust proceedings if a company is prosecuted for price fixing.
• Review of price recommendations and price ceilings to avoid antitrust risks.

Legal support for company mergers

In business mergers such as acquisitions or joint ventures, antitrust review plays a key role. The success of a transaction often depends on its admissibility under competition law.

• Mergers, acquisitions, or joint ventures must be reviewed and approved under antitrust law.
• We accompany merger applications and work directly with national authorities and the European Commission.
• Antitrust audits parallel to due diligence help sellers to identify possible agreements in violation of antitrust law at an early stage.
• Since parent companies can be held liable for up to five years after a transaction, it needs to be reviewed on the acquirer’s side whether warranty claims exist or whether a report under a principal witness programme makes sense.

Principal Witness Programmes

If companies were involved in anticompetitive agreements, a principal witness application may be a way to reduce or avoid penalties altogether. Deciding on a principal witness application requires professionalism and discretion. We will support you with the following matters:

• Review whether a principal witness application makes sense
• Preparation and submission of the application to the competent authorities
• Strategic guidance throughout the process 

Legal representation in antitrust proceedings

If proceedings are already underway or have been initiated, we will develop an individual defence strategy.

• We represent you before national competition authorities, the European Commission, and before national and European courts.
• Companies can also defend themselves as complainants against companies with market dominance or against planned mergers of competitors, suppliers, or buyers.
• We will assist you in legally challenging unlawful state aid.

Consultation on the creation and review of General Terms and Conditions

With our support, you will ensure that your terms and conditions are formulated in a legally certain way and  that they protect your business processes. Our services:

• Legal review and adaptation of existing General Terms and Conditions
• Creation of industry-specific terms and conditions for sales systems, e-commerce, or services
• Protecting contractual conditions against legal challenges
• Consultation on warranty, delivery terms, and contract termination

References & Success Stories

We will stand by your side with extensive antitrust expertise and commitment. Below are some of our most recent successful clients.

Legal consultation on the Rosenbauer transaction

SAXINGER legally accompanied the Consortium with Pierer Industrie, Mark Mateschitz, and Raiffeisenlandesbank Oberösterreich in acquiring a majority stake in the fire-service-equipment manufacturer Rosenbauer. The transaction included a capital increase, a stock purchase, and a public takeover bid. Saxinger ensured the transaction happened by assisting in structuring and implementing the transaction and legally accompanying the signing process. 

Saxinger top-rated by Juve Ranking in Antitrust

Saxinger, aka SCWP Schindhelm, is recognised by Juve Magazine for its performance in antitrust practice. The excellent network across Europe and the long-term presence of our partner Dr Christina Hummer in Brussels were highlighted. Moreover, the magazine also reported that working closely with M&A and conflict-resolution teams across practices lays the foundation for high-profile clients.

Legal support by Saxinger in the settlement between Habau and the Austrian Federal Competition Authority

SAXINGER accompanied the Habau Group together with Haslinger Nagele in negotiations with the Austrian Federal Competition Authority. After intensive discussions, a settlement facilitating legal clarification of long-term agreements in the construction sector was reached. Saxinger supported Habau in the structured negotiating process and contributed significantly to achieving an amicable solution with the Austrian Federal Competition Authority.

Contact

Our Brussels office is the control room for all antitrust issues. Members of our team have years of experience at the EU level and in national legal systems. They work seamlessly with all other locations of the international Schindhelm Alliance to ensure direct and individual support of our clients.

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