The UOKiK has recently examined the dairy market to determine whether unfair abuse of contractual advantage occurs in relations between suppliers and dairy processing plants. The resulting report includes the UOKiK’s guidelines on what fair contracts should look like.

The report was drafted as a result of one of the first proceedings that the UOKiK initiated under the new act on contractual advantage. This time, the examination was not directed against any specific business entities. The UOKiK, after analysing several hundred contracts concluded between entities operating on the Polish dairy market, focused on the following:

  • the use of the exclusivity clause – under which suppliers must sell the whole milk they produce to one dairy processing plant and thus are deprived of the possibility of maintaining any commercial relations with other processing plants;
  • term and opportunity to terminate a contract – here, the main doubts arose due to the uneven distribution of the rights and obligations of the parties in terms of terminating the contract;
  • the method of determining the price – the UOKiK has not questioned the possibility of determining the final price only once the goods are received, provided that this is done in a transparent manner, based on pre-defined criteria;
  • force majeure clause – the UOKiK’s doubts were raised by contracts that did not contain the force majeure clause required by EU regulations in this type of contract or in which such clause was imprecise.

Despite the identified irregularities, this time the UOKiK did not punish any of the business entities. The published report is to serve as an indication of what kind of practices can be deemed unfair. However, according to the UOKIK’s announcement, if similar clauses are identified in the future, the UOKiK will take further measures against business entities who violate the provisions of the act on contractual advantage.