ORS 646A.312
Termination, cancellation or nonrenewal of retailer agreement
- notice
- good cause
(1)
As used in this section:(a)
“Good cause” means a retailer’s:(A)
Failing to comply with a term in a retailer agreement that also appears in a retailer agreement that similarly situated retailers have with the same supplier, including a term that requires the retailer to meet marketing criteria;(B)
Transferring a controlling ownership interest in the retailer’s business without the supplier’s consent;(C)
Making a material misrepresentation or falsification of a record, contract, report or other document that the retailer has submitted to the supplier;(D)
Filing a voluntary petition in bankruptcy;(E)
Being placed involuntarily in bankruptcy and not discharging the bankruptcy within 60 days after the filing;(F)
Becoming insolvent;(G)
Being placed in a receivership;(H)
Pleading guilty to, being convicted of or being imprisoned for a felony;(I)
Failing to operate in the normal course of business for seven consecutive business days or terminating business;(J)
Relocating or establishing a new or additional place or places of business without the supplier’s consent;(K)
Failing to satisfy a payment obligation as the payment obligation comes due and payable to the supplier;(L)
Failing to promptly account to the supplier for any proceeds from selling farm implements or otherwise failing to hold the proceeds in trust for the benefit of the supplier;(M)
Consistently engaging in business practices that are detrimental to the consumer or supplier, including, but not limited to, excessive pricing, misleading advertising or failing to provide service and replacement parts or to perform warranty obligations;(N)
Inadequately representing the supplier, causing lack of performance in sales, service or warranty areas, and failing to achieve satisfactory market penetration at levels that are consistent with similarly situated retailers based on available documented information;(O)
Consistently failing to meet building and housekeeping requirements; or(P)
Consistently failing to comply with the licensing laws that apply to the supplier’s products and services.(b)
“Similarly situated retailer” means a retailer that:(A)
Is in a similar geographic area;(B)
Has similar sales volumes; and(C)
Is in a similar market for farm implements, machinery and repair parts.(2)
Intentionally left blank —Ed.(a)
A supplier that has a basis for asserting good cause may, directly or through an officer, agent or employee, terminate, cancel or not renew a retailer agreement or may cause a change in competitive circumstances for a retailer. Except as provided in subsections (3) and (4) of this section, a termination, cancellation, nonrenewal or change in competitive circumstances becomes effective upon notice to the retailer. The notice must state the reasons that constitute good cause for the termination, cancellation, nonrenewal or change in competitive circumstances.(b)
A provision or allowance in a retailer agreement for an event, act or omission may be considered but does not control whether the event, act or omission resulted in a change in competitive circumstances.(3)
Intentionally left blank —Ed.(a)
If a supplier’s basis for asserting good cause is a retailer’s failure under subsection (1)(a)(A) of this section, other than a failure to meet marketing criteria, the supplier shall give the retailer 90 calendar days’ written notice of the supplier’s intent to terminate, cancel or not renew the retailer agreement or to cause a change in competitive circumstances for the retailer.(b)
The notice described in paragraph (a) of this subsection must:(A)
State the supplier’s reasons for terminating, canceling or not renewing the retailer agreement or for causing a change in competitive circumstances for the retailer; and(B)
Provide that the retailer has 60 calendar days in which to cure a claimed deficiency.(c)
If the retailer cures the deficiency within 60 calendar days, the notice is void.(d)
If the retailer fails to cure the deficiency within 60 calendar days, the termination, cancellation, nonrenewal or change in competitive circumstances becomes effective on the date specified in the notice.(4)
Intentionally left blank —Ed.(a)
If a supplier’s basis for asserting good cause is a retailer’s failure to meet marketing criteria under subsection (1)(a)(A) of this section or a provision of subsection (1)(a)(N) of this section, the supplier shall give the retailer 18 months’ written notice of the supplier’s intent to terminate, cancel or not renew the retailer agreement or to cause a change in competitive circumstances for the retailer.(b)
The notice described in paragraph (a) of this subsection must:(A)
State the supplier’s reasons for terminating, canceling or not renewing the retailer agreement or for causing a change in competitive circumstances for the retailer; and(B)
Provide that the retailer has one year in which to cure a claimed deficiency.(c)
If the retailer cures the claimed deficiency within one year, the notice is void.(d)
If the retailer fails to cure the claimed deficiency within one year, the termination, cancellation, nonrenewal or change in competitive circumstances becomes effective on the date specified in the notice. [Formerly 646.449; 2015 c.563 §2]
Source:
Section 646A.312 — Termination, cancellation or nonrenewal of retailer agreement; notice; good cause, https://www.oregonlegislature.gov/bills_laws/ors/ors646A.html.
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