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PRACTICE NOTES
CASE HUB ARCHIVED–this archived case hub reflects the position at the date of the decision of 29 May 2013; it is no longer maintained. See further, timeline and related cases. Case facts Outline European Commission merger investigation into the planned acquisition by Syniverse of Mach (Case M.6690). Latest developments The Commission cleared the merger, subject to commitments, on 29 May 2013. The commitments accepted by the Commission include the divestment of Mach's Data Clearing (DC) services and Near Trade Roaming Data Exchange (NRTRDE) services in the EEA. Infrastructure will be included in the divestment which will allow the purchaser to provide not only DC and NRTRDE services but also a comprehensive set of other roaming-related services as required by customers. A range of customer
PRACTICE NOTES
CASE HUB ARCHIVED The CMA issued its infringement decision and imposed fines totalling £3.7m on 01/08/2019. Following the decision of 29/06/2020, this case hub has been archived and is not maintained. See further: timeline, commentary and related cases. Case facts Outline CMA Article 101 TFEU/Chapter I CA98 investigation alleging that Korg (UK) Limited breached competition law by restricting online discounting for hi-tech music equipment and synthesizers (Case 50565-4). Latest developments On 29 June 2020, the CMA issued its infringement decision, finding that Korg (UK) Limited had breached the Chapter I prohibition/Article 101 TFEU by engaging in resale price maintenance by requiring its synthesizers and hi-tech equipment to be sold at or above a minimum price. The aim was to restrict retailers from discounting their online prices. The CMA imposed a fine of approximately £1.5, which reflected a 20% reduction for settlement. Parties Korg (UK) Limited (Korg), a UK-based company, supplies hi-tech music equipment and synthesizers to UK retailers. Market(s) Supply of hi-tech music equipment and synthesizers.Note—Korg manufactures equipment favoured by musicians and
PRACTICE NOTES
CASE HUB (appeals lodged at the General Court in Cases T- 241/12 (Versalis) and T- 240/12 (Eni)) See further, timeline. Case facts Outline European Commission (Article 101 TFEU) investigation into re-imposition of fines in the synthetic rubber cartel (Case AT.40032). Parties Eni SpA (Eni) and its affiliate Versalis SpA (Versalis—formerly Polimeri Europa SpA). Eni is the ultimate parent company of the Eni Group. Eni’s business in the relevant products was initially carried out by EniChem Elastomeri Srl (Elastomeri), indirectly controlled by Eni through its subsidiary EniChem SpA (EniChem). On 1 November 1997, Elastomeri was merged into EniChem. Eni controlled 99.97% of EniChem. On 1 January 2002, EniChem transferred its strategic chemical business (including its BR and ESBR business) to its wholly‑owned subsidiary Polimeri Europa SpA (Polimeri, now Versalis). Eni has had direct and full control of Versalis since 21 October 2002. With effect from 1 May 2003, EniChem changed its name to Syndial SpA (Syndial). Market(s) The EEA-wide supply of synthetic rubber used in tyre production. This kind of synthetic rubber is extensively used for
PRACTICE NOTES
What is a securitisation? Securitisation is a technique used to finance the ownership or sale of types of assets that would otherwise be difficult to finance/sell (ie 'illiquid' assets such as bilateral loans and mortgage and other loans to natural persons). In its most common and basic form securitisation is a financing technique that consists in the sale of large pools of such cash-generating assets by a bank or other financial institution (the originator) to a special purpose vehicle (SPV). The SPV pays for the assets by issuing interest-bearing securities (also known as 'bonds' or 'notes') into the capital markets which have the benefit of security over those assets and/or the cashflows generated by them (known as 'receivables'). The cashflows generated by the receivables are used to pay interest and repay principal on the securities, and investors can generally only look to the receivables for repayment. Typically the bonds or notes are divided into different classes. The differing classes (or 'tranches') carry different priorities as to payment of principal and interest and carry different payments of interest,
GLOSSARY
A transaction whereby one party does not hold the asset but the cashflows and risks of holding the asset are replicated as if that asset was held
PRACTICE NOTES
CASE HUB See further, timeline. Case facts Outline Commission Article 101 TFEU investigation into alleged cartels in the synthetic turf sector in the Netherlands and Germany (AT.40957 and AT.40956). The investigations concern alleged anticompetitive agreements relating to the recycling of end-of-life synthetic turf for sports pitches, including alleged agreements concerning pricing, exclusivity arrangements and exchanges of commercially sensitive information. Latest development On 21 May 2026, the Commission issued Statements of Objections to several companies active in the synthetic turf sector setting out its preliminary view that they breached Article 101 TFEU through two separate cartels affecting the Netherlands and Germany respectively. Parties • Oranjewoud, TenCate Grass, Sports & Leisure Group, Domo Sports Grass Nederland and Sport Group Background In June 2023, the Commission carried out unannounced inspections at the premises of companies active in the synthetic turf sector in several
GLOSSARY
The body that manages the operation of the system from day to day; part of National Grid’s role in the GB for gas and power
PRACTICE NOTES
System development agreements govern a wide range of projects from the straightforward to the large, complex and costly. The objective is usually simple: to create an IT system meeting the customer’s needs in a trouble-free way, by an agreed time and for an agreed price. However, this simple ambition often masks a mass of complexity reflecting the underlying complexity of IT systems themselves. Practical matters, including the methodology for the project, the components of the system and how the system should work in real-life conditions, fundamentally affect the issues that a development agreement must address. Without a clear working knowledge of the commercial and technical issues, there is a good chance that lawyers will produce contracts which are divorced from reality and inadequately address the risks. In addition, development contracts contain a mixture of contract, intellectual property and commercial issues which can look standard to the uninitiated but in fact vary widely in order to accommodate specific project requirements. This Practice Note covers the following key issues: • Development methodology • Incorporating other software • Hardware
GLOSSARY
The risk attributable to market or macroeconomic factors which cannot be diversified away by stock selection; for example, the impact of war on a domestic economy.
PRECEDENTS
This Agreement is made on [date] Parties 1 [insert name of supplier], a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at [insert address] (Supplier); and 2 [insert name of customer], a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at [insert address] (Customer) (each of the Supplier and the Customer being a party and together the Supplier and the Customer are the parties). Background (A) The Customer wishes to procure software[, hardware], software configuration and development services, installation services and other related services. The Supplier has represented to the Customer that it is experienced in the provision of such services to customers in the [insert relevant industry, eg retail] industry. (B) The Customer has agreed to procure the Services from the Supplier and the Supplier has agreed to provide the Services to the Customer on the terms and conditions of this Agreement. The parties agree as follows: 1 Definitions and Interpretation 1.1 In this Agreement the following terms have the following meanings: Acceptance • means that: (a) the Customer confirms in writing that the Software has passed or is deemed to have passed
PRECEDENTS
This AgrEement is made on [date] Parties 1 [insert name of supplier], a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at [insert address] (Supplier); and 2 [insert name of customer], a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at [insert address] (Customer), (each of the Supplier and the Customer being a party and together the Supplier and the Customer are the parties). Background (A) The Customer wishes to procure software[, hardware], software configuration and development services, installation services and other related services. (B) The Customer has agreed to procure the Services from the Supplier and the Supplier has agreed to provide the Services to the Customer on the terms and conditions of this Agreement. The parties agree as follows: 1 Definitions and Interpretation 1.1 In this Agreement the following terms have the following meanings: Acceptance • means that: (a) the Customer confirms in writing that the Software has passed or is deemed to have passed the relevant Software Acceptance Tests; and/or (b) the Supplier confirms in writing that the Supplied Hardware has passed or is deemed to have passed
PRACTICE NOTES
CASE HUB ARCHIVED–this archived case hub reflects the position at the date of the decision of 16 May 2012; it is no longer maintained. See further, case facts and timeline. Case facts Outline European Commission merger investigation into the acquisition by Südzucker of ED&F MAN (Case M.6286). Parties Südzucker and ED&F MAN Südzucker is a German-based company that produces and markets sugar, as well as producing other food products, including food additives, frozen food, portioned food articles, bioethanol production and fruit juices, concentrates and preparations. Südzucker produces sugar in 29 beet sugar factories and three refineries in a number of European (EU and non-EU) countries. Südzucker is the largest sugar producer in Europe. ED&F MAN is a UK-based commodity trading company that also operates food production