By termination, if the agency agreement has been concluded for an indefinite period, either party may terminate it by giving three months’ notice. In principle, this notification should be made in one of the ways stipulated in TTK18/3. Of course, this is also accepted as a proof requirement. In other words, the law states that withdrawal from the contract, notice of default or notice of termination must be made either through a notary public, by registered letter with return receipt, or by telegram or a secure electronic signature. In the past, this was considered as a health condition, but now it is regulated as a health proof condition.
Even if the contract has been concluded for a certain period of time, the contract can be terminated at any time for justifiable reasons. Therefore, in the presence of justified reasons, termination of the contract is always possible, regardless of whether it is for a definite or indefinite period. Whether this is a just cause will be determined by the judge in case of dispute.
If a fixed-term agency agreement has been made, the agency agreement will expire after the expiration of the period. If the relationship still continues after the period ends, then it will be accepted that the contract has been returned to an indefinite term. It will be done implicitly.
The cases of death, bankruptcy and restriction are also considered as cases that terminate the agency relationship. In fact, the situations that terminate the power of attorney are also applied here by analogy.
F) Termination of the agency agreement I – Reasons ARTICLE 121-
(1) Each party may terminate the agency agreement made for an indefinite period, provided that three months’ notice is given. Even if the contract has been concluded for a certain period of time, it can always be terminated for justifiable reasons.
(2) If an agency agreement made for a certain period of time continues to be implemented after the expiry of the period, the contract becomes indefinite.
(3) In case of bankruptcy, death or restriction of the client or agent, the provision of Article 513 of the Turkish Code of Obligations shall apply.
(4) The party that terminates the contract without a just cause or without complying with the three-month notice period is obliged to compensate the other party for the loss incurred due to the completion of the works started.
(5) If the agency agreement is terminated due to the death, loss of competence or bankruptcy of the client or the agent, an appropriate compensation to be determined in proportion to the amount of the fee to be paid to the agent upon completion of the works shall be given to the agent or his successors according to the conditions written in this article.
If the immediate termination of the agency relationship for these reasons jeopardizes the interests of the client, the agent or, as appropriate, his heir or legal representative is at least obliged to continue the work for a temporary period in terms of ending the works that have started.
Equalization Compensation
Another result is the equalization request (TTK122) and the non-compete agreement. The post-contract non-compete agreement and its conditions are also regulated. The basic philosophy behind giving equalization compensation is because it is said that fairness requires it. During the time that the agency worked, it gained its client a clientele. Against this, it has contributed significantly to gain a customer base. For this reason, in principle, if the agency agreement is terminated due to a fault that is not attributable to the agency, then the agency should receive an equitable compensation. This requires equity, such as a retirement benefit, as a kind of retirement benefit in return for the customers brought by the agency to the client’s business, and the legislator has regulated this so that compensation should be calculated and given to the agency.
An equalization request is a form of compensation that the agent can demand from the client after the agency contract has expired. According to TTK122, the conditions for the agent to claim compensation from the client under the name of equalization compensation are counted.
II – Request for equalization ARTICLE 122-
(1) After the termination of the contractual relationship; a) If the client gains significant benefits even after the termination of the contractual relationship, thanks to the new customers found by the agency,
b) As a result of the termination of the contractual relationship, the agency loses its right to charge the fee that it would have received if the contractual relationship had continued due to the works performed with the customers brought into the business by him or to be performed in a short time, and c) When the characteristics and conditions of the concrete event are evaluated, the payment is not justified. falls, the agent may seek appropriate compensation from the client.
(2) The compensation cannot exceed the average of the annual commission or other payments received by the agency as a result of the last five years of activity. If the contractual relationship has continued for a shorter period of time, the average during the continuation of the activity is taken as basis.
(3) If the agent has terminated the contract without any action by the client to justify the termination, or if the contract has been terminated by the client for justified reasons due to the fault of the agent,
ente cannot request equalization.
(4) The equalization request cannot be waived in advance. The right to demand equalization must be asserted within one year following the termination of the contractual relationship.
(5) Unless this provision violates equity, it shall also apply in the event of termination of permanent contractual relations with exclusive dealership and other similar monopoly rights.
It immediately concretizes the amount of the appropriate compensation and states in the second paragraph how the compensation will be calculated.
The equalization request cannot be waived in advance. It is not legally valid.
How long it can be requested is regulated by the agency. The right to demand equalization must be asserted within one year at the latest from the end of the contractual relationship. The statute of limitations for the fee arising from the agency relationship is five years. As a result, demanding compensation compensation is the right to demand a fee arising from the agency relationship. However, if this is desired to be claimed within these five years, the compensation compensation must be requested within one year after the end of the contract. Therefore, if the right to demand equalization is not asserted within one year from the termination of the contractual relationship, it cannot be claimed again. However, it was requested, then it can be requested within the five-year statute of limitations, not the statute of limitations.
Post Contract Non-Compete Agreement
III – Non-compete agreement ARTICLE 123-
(1) The agreement limiting the activities of the agency regarding the business after the termination of the contractual relationship must be made in written form and a document signed by the client including the provisions of the agreement must be given to the agent. The agreement, at most, can be made for a period of two years from the end of the relationship and can only relate to the territory left to the agent or the clientele and the issues related to the contracts he mediated. Due to the limitation of competition, the client must pay an appropriate compensation to the agent.
(2) The client may waive the application of the restriction of competition in writing until the termination of the contractual relationship. In this case, the client is relieved of his obligation to pay compensation after six months have passed from the declaration of waiver.
(3) If one of the parties terminates the contractual relationship for justified reasons due to the faulty behavior of the other party, it may notify the other party in writing that it is not bound by the competition contract within one month from the termination. This is valid in cases where the agency agreement includes a non-compete agreement.
(4) Conditions contrary to this article are void to the extent that they are to the detriment of the agent.
It is an agreement that limits the activities of the agency for the period after the agency agreement expires. It states that the client must also give appropriate compensation to the agent due to the limitation of competition.
The non-compete agreement is subject to written form.
II – Scope of application ARTICLE 103- (1) Without prejudice to the provisions of special laws, the provisions of this Part shall also apply to the following: a) Those who are permanently authorized to conclude contracts on behalf of a local or foreign merchant and on their own behalf. b) Those who carry out transactions within the country on behalf and on behalf of foreign traders who do not have a head office or branch in the Republic of Turkey.
The agency provisions will also apply to the persons mentioned.
Knowing the direct representation in the law of obligations is important in terms of agency.