Jonathan Smart

Shoosmiths

Jon heads up one of the Risk and Litigation Services teams and advises on complex, high value commercial disputes. Jon is recommended in the 2019 Legal 500 Guide and Chambers and Partners 2019. His practice has a particular emphasis in:- 1. IT and outsourcing disputes; 2. Contract and supply chain litigation; and 3. Corporate and shareholder disputes. Jon has a particularly strong reputation in the automotive and technology sectors and works with a number of leading automotive manufacturers and global IT companies including Volkswagen Group, IKEA, GAME and Honda Motor Europe. Jon is also a member of the Society for Computers and Law. Recent work includes:

Pursuing claims for a US technology company in respect of a multi-million pound dispute arising from a global IT outsourcing agreement;
Advising a leading FTSE 100 company in respect of a £40 million supply chain dispute involving a leading retail chain;
Acting for a global automotive manufacturer in a multimillion pound telecommunications dispute, including pursuing claim relating to the procurement process, contractual interpretation and exit;
Defending a leading IT company from claims exceeding £20milllion arising from an complex software development project; and
Acting in the matter of HHH v GGG in defending a £40 million claim arising from the payment of bribes to a foreign public official, which are the subject of a parallel criminal investigation by the Serious Fraud Office.

Practice Area

Commercial

Panel

Contributing Author

Qualified Year

2011

Membership

Society for Computers and Law

Education

LLB (Hons), First ( University of Surrey)
LPC, Distinction ( College of Law, Guildford)

2 Contributions by Jonathan Smart

PRACTICE NOTES

Terminating distribution agreements: legal grounds, reasonable notice and service, insolvency ipso facto restrictions, distinguishing agency, TUPE, multi-jurisdictional issues, drafting considerations and post-termination protections

This Practice Note explores how a distribution agreement may come to an end, covering rights to terminate under common law on notice, for breach, or by invoking express termination clauses in the contract itself. It gives guidance on termination for breach of contract and on serving effective notice to bring a distribution agreement to a close. It also examines the termination rights that might be set out in a written distribution agreement, the consequences of termination, and whether duties persist afterwards, including confidentiality commitments and post-termination restraints. Distribution agreements, like other commercial dealings, are not designed to endure forever. They should continue only while both parties derive mutual benefit and the arrangement remains compliant with applicable legislation. A well thought-through commercial arrangement should foresee that, once it no longer has a commercial rationale, it will need to be terminated. The legal route to termination ought to be a central drafting point in any distribution agreement. Supplier considerations A supplier will wish to preserve control of its sales network, with scope to redraw territories, vary product ranges, pricing and sales objectives. The capacity to alter these features of the arrangement...

Commercial

CHECKLISTS

Terminating UK Distribution Agreements: Drafting, Pre‑Termination Checks, Breach and Convenience, Notices, Insolvency Controls, TUPE and Post‑Termination—A Practitioner Checklist

This Checklist This Checklist sets out principal factors relating to ending distribution agreements, covering points to weigh during drafting a distribution agreement, ahead of termination, and when carrying out the termination of the distribution agreement itself. For guidance that discusses these matters, refer to the Practice Note: Terminating distribution agreements...