Distribution, agency & franchising in Romania: termination, non-compete & stock return disputes

For suppliers, distributors, agents and franchise networks who need a structured exit (or a structured defence): what ends, what survives, what can be claimed, and how to keep evidence clean. You provide the contract set and facts; we map options and next steps.

Informațiile sunt generale și nu înlocuiesc consultanța juridică. Contează faptele, actele și cronologia.

When you may need this

A distribution/agency/franchise relationship is ending and liabilities are disputed.
You face a non-compete or confidentiality dispute after termination.
Return of stock, equipment or materials is contested.
You want to claim unpaid commissions or indemnity (agency scenarios).
There are chargebacks, penalties or set-offs against outstanding invoices.
You suspect parallel sales or breach of exclusivity/territory clauses.
You need to send a clean notice of termination and preserve evidence.
Negotiations stalled and you need a litigation-ready file.

What we do (step by step)

Contract review: termination grounds, notice periods, post-termination duties, stock return, IP use, non-compete and confidentiality.
Timeline and evidence map: orders, deliveries, returns, commissions, communications, and any breach indicators.
Termination notice: content, delivery proof, and alignment with contractual & legal requirements.
Post-termination strategy: non-compete risk assessment, enforcement/defence and practical compliance steps.
Stock & asset return file: inventory lists, condition, valuation method and dispute points.
Negotiation: settlement terms that cover payments, waivers, returns, IP, and future conduct.
Litigation: claim or defence drafting, evidence packaging and representation as needed.

Documents & information useful for the first review

Document	Why it matters	Notes
Contract + annexes (distribution/agency/franchise)	Defines termination rules and post-termination duties.	Include all amendments and side letters.
Orders, invoices, delivery notes	Supports payment and performance history.	Include disputed transactions and returns.
Commission statements (agency)	Key for commission entitlement, timing and calculation.	Clarify product scope and territory.
Stock/inventory reports & return protocols	Central for stock return/valuation disputes.	Photos and serial numbers help.
Brand/IP guidelines (if any)	Relevant for post-termination use of marks, know-how and materials.	Include manuals and access revocation evidence.
Emails/meeting minutes	Shows notices, breaches and negotiation history.	Provide in chronological order if possible.

Risks & common mistakes

Terminating without respecting notice rules and proof of delivery.
Letting non-compete issues drift without a clear compliance plan.
Handling stock return informally, without inventory and condition records.
Mixing commission disputes with invoice disputes without separating evidence.
Granting broad waivers in settlements without understanding what is being released.
Failing to secure IP/know-how access controls after termination.
Relying on assumptions instead of contract wording and documented facts.

FAQ

Do non-compete clauses always apply after termination?

It depends on wording, duration, scope and context. We review enforceability risks and practical compliance steps based on the contract and the facts.

Can I demand immediate return of stock?

Often the answer depends on what the contract says (ownership transfer, return conditions, valuation). We structure the return process to preserve evidence and reduce disputes.

Agency: can an agent claim indemnity or compensation?

In many cases the legal framework for commercial agents matters. We check eligibility criteria, contractual deviations and the evidence needed to support or resist such claims.

What if the other side keeps using my brand materials?

We build a notice and evidence package (what is used, where, since when), then choose proportionate steps: cease-and-desist, negotiations, and procedural routes if needed.

Can disputes be settled without court?

Often yes, if the settlement covers payments, returns, IP, confidentiality and a clean waiver structure. The goal is enforceable clarity, not just a handshake.

Contact

Call

Email: alexandru@maglas.ro | Phone: +40 756 248 777