Conditionally Prohibited Unfair Trade Practices (Grey List)

Unless proven otherwise, unfair trade practices shall be deemed to exist where the buyer:

1) returns unsold agricultural and food products to the supplier without paying for such unsold products, unless:
– (1) the subject of the contract is a product that the supplier is delivering to the buyer for the first time, and the supplier has been previously notified in writing by the buyer that, due to low turnover or perishability, the product may reach its expiry date;
– (2) the subject of the contract is a product for which the supplier requests sale by the buyer, and the supplier has been previously notified in writing by the buyer that, due to low turnover or perishability, the product may reach its expiry date;
2) charges a storage fee for products that are the subject of a valid contract and are located within the supply chain in accordance with the agreed timelines, unless such fee relates to actual and additional storage services exceeding the ordinary and foreseeable costs under the basic contract;
3) charges a fee for the usual and reasonable display of products at the point of sale, unless the supplier has requested a service of actual and additional promotional display exceeding the standard display for that product category, and provided that the fee is proportionate and based on the actual costs of such activity, or on objective, reasonable, and pre-established criteria, grounded in real market value;
4) charges a fee for the inclusion of products in its assortment (listing in the assortment), placing them on the market, or similar administrative costs related to the commencement of cooperation, unless the supplier has requested a listing service for a product being included in the buyer’s assortment or retail outlet for the first time, and provided that the fee is proportionate and based on the actual costs of such activity, or on objective, reasonable, and pre-established criteria, grounded in real market value;
5) transfers, in whole or in part, to the supplier the costs of sales promotions independently decided upon by the buyer, unless the supplier has requested the implementation of such sales promotions and the buyer has, prior to their implementation, specified the duration of the promotion and the quantity of products that may be sold at a reduced price;
6) requires, agrees, or charges any fees for advertising and promotional activities independently organised and controlled by the buyer, unless:
– (1) the supplier has requested the advertising and promotional activities, and the fee is proportionate and based on the actual costs of such activities or on the foreseeable benefit to the supplier; or
– (2) clearly defined, with precise objectives, duration, scope, the exact amount of the fee, and the method of calculation;
7) requires or charges the supplier a fee for data relating to the sales, turnover, or availability of its own products, unless the supplier has requested such data and the fee is proportionate and based on the actual costs of such activity, or on objective, reasonable, and pre-established criteria, grounded in real market value;
8) transfers, directly or indirectly, in whole or in part, to the supplier any monetary amount of a fine, misdemeanor sanction, or administrative measure expressed in monetary terms imposed on the buyer by the competent authority, unless it has been established by a final or legally binding decision that such measure arose as a result of incomplete or defective delivery, or due to product deficiencies for which the supplier is responsible under the applicable contract and in accordance with the law;
9) requires, agrees, or charges the supplier a fee for the buyer’s personnel costs, including but not limited to costs related to equipping, arranging, or maintaining the premises where the products are sold, assortment reorganisation, or routine maintenance, unless it concerns an additional service requested by the supplier and the fee is proportionate and based on the actual costs of such activity, or on objective, reasonable, and pre-established criteria;
10) significantly reduces the order, or the contracted quantity, without a justified and objectively verifiable reason, and without prior written notice to the supplier within a period that may not be shorter than 30 days, unless the buyer proves that there is no demand for the product in the contracted quantity;
11) unilaterally terminates the contractual relationship with the supplier without written justification and without observing a reasonable notice period, which may not be shorter than 30 days, unless the supplier meets the conditions for bankruptcy or liquidation, or commits a material breach of contract:
(1) by unjustifiably failing to fulfil essential contractual obligations, or
(2) by delivering a product containing a permanent and irreparable defect that poses a serious threat to consumer health or constitutes a breach of regulations (unfit product);
12) requires, agrees, or charges the supplier a fee for reduced turnover, unless such fee is direct and proportionate to the actual damage suffered by the buyer as a result of non-fulfilment of the contractual obligations;
13) conditions or requires the supplier to make payment in the form of goods, services, or other non-cash means (set-off/compensation), unless the supplier has given clear, explicit, and unambiguous written consent to a written valuation based on the real market value of such non-cash means;
14) requires or conditions the supplier to pay additional bonuses, rewards, or other fees during the performance of the contractual obligation that were not previously agreed, irrespective of the form or type of such bonus, reward, or fee;
15) does not accept perishable agricultural products from the supplier without providing evidence that:
– (1) the perishable agricultural product deviates from the agreed quality or contains a permanent and irreparable defect;
– (2) the defect existed prior to acceptance, or that it did not occur at the buyer’s premises;
– (3) the defect did not arise as a result of negligence or fault on the part of the buyer;
– (4) it has notified the supplier of all defects without delay.

The practices referred to in this Article shall be clearly, unambiguously, and pre-agreed in writing between the trading partners.

The agreement referred to in paragraph 2 shall not include a clause in standard general terms and conditions of business, nor any other form of unilateral imposition or acceptance of an offer resulting from a significant imbalance in bargaining power.

For each fee referred to in paragraph 1, items 2), 3), 4), 6), 7), and 9) of this Article, the buyer shall, upon the supplier’s written request, provide a written estimate of the fee per unit of product or in total, prior to the charging of such fee.