Commercial agency contract in Ukraine


Clause 295 of the Commercial Code of Ukraine defines that the commercial agency in Ukraine is the entrepreneur activity, which consists in rendering by the commercial agents to the other participants of commercial relations the certain services through the intermediary for account, on behalf, in the interests and under supervision of the represented.

The commercial agent can be a commercial entity (either corporate entity or natural person as well), which implements the commercial intermediary using the powers provided for by the commercial agency contract. The commercial agent cannot make contract for and on behalf of his principal with himself.

In accordance with clause 296 of the Commercial Code of Ukraine the commercial agency legal relationships can appear:

- on the grounds of appropriate commercial agency contract;

- on the grounds of approval by either of the commercial entities the actions made by the other commercial entity for and on behalf of the first.

Clause 297 of the Commercial Code of Ukraine provides that on the grounds of the commercial agency contract one of the parties (the commercial agent) undertakes to render certain services to the other party (the principal), which consist in making appropriate deals for account and on behalf of the principal (or facilitating to the principal to make such deals).

The commercial agency contract is to define the sphere, the character and the procedures of rendering the services by the commercial agent, the rights and obligations of the parties signatory to the commercial agency contract, terms and amount of the commercial agent's reward (agency fee), duration of the contract, penalties for the parties signatory of the contract for poor or non-fulfillment of their contractual obligations, other essential terms and conditions, which are indicated by the parties of the contract.

The commercial agency contract also has to define the territory within which the commercial agent has to conduct his activities provided by the commercial agency contract. If the territory is not specified in the commercial agency contract it is considered that the commercial agent has the right to act on whole territory of Ukraine.

The commercial agency contract is to be made in the written form. The contract also is to include the form of confirming the powers of the commercial agent as well.

The commercial agent is to notify the principal about each event of his intermediation in making deals and about each such deal. Clause 298 of the Commercial Code of Ukraine also provides that the commercial agent can act exceeding his powers and the deals made by him in such a case considered to be valid for the principal if the principal has not refused actions of the commercial agent before such third party.

Clause 299 of the Commercial Code of Ukraine provides that the principal is free to enter into contract with other commercial agent(s) however notifying the commercial agent about the same. The commercial agent is free to enter into contract with other principal(s) however in such a case notification of the principal is not required. Therewith the commercial agency contract can provide the exclusive commercial agency relations between the principal and the commercial agent, which mean that the commercial agent has no right to provide the commercial agency services for the other parties within the frameworks provided by the principal commercial agency contract.

In accordance with clause 300 of the Commercial Code of Ukraine the commercial agent has to act personally for and on behalf of the principal. The commercial agent has no right to delegate his powers under the commercial agency contract to any other party, if otherwise is not provided by the commercial agency contract (i.e. delegatus non potest delegare).

Clause 302 of the Commercial Code of Ukraine provides special restrictions for the commercial agent as concerning disclosure of the information provided by the principal. Thus the commercial agent has no right to transfer the information he has received from the principal to any third parties without approval of the principal. The commercial agent as well has no right to use the information provided by the principal in his own interests or in the interests of any other third parties without approval of the principal. This rule is valid during validity of the commercial agency contract and after expiration and/or termination of the commercial agency contract as well.

The parties of the commercial agency contract are free to conclude between themselves a separate confidentiality and non-disclosure agreement. Anyway it would be reasonable to include the confidentiality and non-disclosure terms into each contract and agreement.

The above information is provided herein in educational and informative purposes only. It is provided that you have to get appropriate legal advice as regarding the legal and other issues of your interest in Ukraine in order to have the exact, extensive and up-to-date legal and other related information.

Do not hesitate to contact us if you have any questions or issues of legal nature, our Law Firm is working for you and our experienced legal specialists are always ready to help providing the client with appropriate legal consultations, legal reports and summaries, reasonable legal advices and all the other required legal support, assistance, coverage and protection.

© 2007 - 2009, UKRCONSULTING LAW FIRM LLC. - Kharkiv (Kharkov), Ukraine
Kiev, Kharkiv, Dnipropetrovsk, Odessa, Donetsk, Zaporizhia, Lviv, Kryvyi Rih, Mykolaiv, Mariupol, Luhansk, Makiivka, Izmail, Vinnytsia, Simferopol, Sevastopol, Kherson, Poltava, Chernihiv, Cherkasy, Sumy, Horlivka, Zhytomyr, Dniprodzerzhynsk, Kirovohrad, Khmelnytskyi, Rivne, Chernivtsi, Kremenchuk, Ternopil, Ivano-Frankivsk, Lutsk, Bila Tserkva, Kramatorsk, Melitopol, Kerch, Nikopol, Sloviansk, Berdiansk, Sieverodonetsk, Alchevsk, Pavlohrad, Uzhhorod, Lysychansk, Yevpatoria, Yenakiieve, Kamianets-Podilskyi, Kostiantynivka, Krasnyi Luch, Oleksandriia, Konotop, Stakhanov, Uman, Berdychiv, Shostka, Brovary, Artemivsk, Mukachevo, Yalta, Drohobych, Nizhyn, Theodosia, Sverdlovsk, Novomoskovsk, Torez, Chervonohrad, Pervomaisk, Smila, Krasnoarmiysk, Kalush, Korosten, Kovel, Rubizhne, Pryluky, Druzhkivka, Khartsyzk, Lozova, Antratsyt, Stryi, Kolomyia, Shakhtarsk, Snizhne, Novohrad-Volynskyi, Enerhodar, Izium, Dymytrov, Brianka, Illichivsk, Boryspil, Novovolynsk, Rovenky, Zhovti Vody, Lubny, Nova Kakhovka, Fastiv, Bilhorod-Dnistrovskyi, Komsomolsk, Krasnodon, Romny, Okhtyrka, Svitlovodsk

Contacts

Office No. 2-3 (second floor), 9V, Ivana Dubovogo side-street, Kharkov, 61003, Ukraine
Look at Yandex.Map
iinfo@ukrconsulting.biz
+38 (097) 9501913

Бизнес портал, Харьков. Рейтинг-каталог предприятий тендеры скидки акции. Каталог сайтов ODP DMOZ
Rambler's Top100