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n is present in the agreement, the agreement will lose the benefit of the block exemption so Article 81(1) may apply.

Jonathon wants his distributors to sell at the recommended retail price, which he will set. Article 4(a) of the Block Exemption Regulation, concerns resale price maintenance. The restriction on the buyer's ability to determine his sale price amounts to a hard-core restriction. However, Paragraph 47 of the Guidelines states that 'the provision of a list of price recommendations by the supplier to the buyer is not considered in itself as leading to resale price maintenance' if they do not amount to a fixed or a minimum sale price. In Pronuptia de Paris v Pronuptia de Paris Irmgard Schillgalis, the Court held that the recommendation of prices would not infringe Article 81(1). If Jonathon recommends retail price it will not be a hard-core restriction according to paragraph 47 which recognizes that the recommendation of prices is not a hard-core restriction.

Jonathon is prepared to give the exclusive right to each distributor to sell in their appointed country and will agree not to sell direct to customers in those areas, regardless of whether the customer contacts him or not. Article 4(b) states that restricting sales by the buyer into specified territories or to specified customers is a hard-core restriction. Distributors must remain free to decide where and to whom they sell. Paragraph 49 of the Guidelines recognizes two restrictions on buyers that would not be considered as hard-core under 4(b): a prohibition on resale except to certain and users for which there is an 'objective justification related to the product', and an obligation on the reseller relating to the display of the supplier's brand names. There are exceptions to 4(b), such as restriction 'of active sales into the exclusive territory or to an exclusive customer group reserved by the supplier or allocated by the supplier to another buyer'. 'Active sales' are defined in paragraph 50 of the Guidelines and it means actively approaching individual customers inside another distributor's exclusive territory or exclusive consumer group.

Jonathon has to specify the distributor's territory and he may be able to restrict active sales according to paragraph 50 of the Guidelines. The agreement between Jonathon and the distributors it will be an exclusive distribution agreement, where a supplier agrees to sell the contract products only to the distributor within a defined territory and not to appoint other distributors or sell the products directly to other customers within the territory.

According to Paragraph 66 of the Guidelines, the Block Exemption Regulation exempts vertical agreements if there is no hard-core restriction, as set out in Article 4, contained in or practiced with the vertical agreement.

Non-Compete obligations after the termination of the agreement

Jonathon likes to ensure that the distributors do not compete with JFF for at least three years if they terminate the distribution agreement. Article 5(b) of the Block Exemption Regulation concerns post term non-compete obligations. Any obligation causing the buyer not to manufacture, purchase, sell or resell goods or services after the termination of the agreement is excluded from the exemption of the Block Exemption Regulation, 'unless the obligation is indispensable to protect know-how transferred by the supplier to本论文由英语论文网提供整理，提供论文代写，英语论文代写，代写论文，代写英语论文，代写留学生论文，代写英文论文，留学生论文代写相关核心关键词搜索。