2013 New York Consolidated Laws
GBS - General Business
Article 33-A - (696-A - 696-I) DEALER AGREEMENTS FOR THE SALE OF FARM EQUIPMENT
696-B - Dealer agreements; unlawful acts and practices.

 
    § 696-b. Dealer agreements; unlawful acts and practices. It shall be a
  violation of this article for a supplier:
    1.  To  coerce,  compel,  or attempt to coerce or compel any dealer to
  order or accept delivery of any equipment or  parts,  or  any  equipment
  with special features or accessories not included in the base list price
  of  such  equipment  as  publicly  advertised  by the supplier which the
  dealer has not voluntarily ordered; or
    2. To coerce or compel any dealer to enter into any agreement, whether
  written or oral, supplementary to an existing dealer agreement with such
  supplier; or
    3. To coerce or compel, any dealer to  refuse  to  purchase  equipment
  from  another  supplier,  however  it  shall  not be a violation of this
  section to require separate facilities, financial  statements  or  sales
  staff  for  major  competing  lines provided that the dealer is given at
  least thirty-six months notice of such requirements; or
    4. To  refuse  to  deliver  in  reasonable  quantities  and  within  a
  reasonable time after receipt of the dealer's order to any dealer having
  a  dealer  agreement  for  the  retail  sale  of  new  equipment sold or
  distributed by such supplier, equipment covered by such dealer agreement
  specifically advertised or represented by such supplier to be  available
  for  immediate  delivery.  However,  the  failure  to  deliver  any such
  equipment shall not be considered a violation of this  article  if  such
  failure  is  due  to  prudent and reasonable restriction on extension of
  credit by the supplier to the dealer, an act of God,  work  stoppage  or
  delay  due  to  a  strike  or  labor difficulty, a bona fide shortage of
  materials, freight embargo, or other cause over which the  supplier  has
  no control; or
    5.  To  terminate  or  cancel  the dealer agreement of any such dealer
  without due cause; or
    6. To condition the renewal or extension of a dealer agreement on  the
  dealer's  substantial renovation of the dealer's place of business or on
  the construction, purchase, acquisition, or rental of  a  new  place  of
  business  by  the  dealer  unless the supplier has advised the dealer in
  writing of its  demand  for  such  renovation,  construction,  purchase,
  acquisition  or  rental  within a reasonable time prior to the effective
  date of the proposed date of renewal or extensions, but in no case  less
  than  one year, and provided the supplier demonstrates the need for such
  change in the place of business and the reasonableness of such demand in
  view of the need to service the public and economic conditions  existing
  at  the  time  and, provided further, that the dealer makes a good faith
  effort to complete such construction  or  renovation  plans  within  one
  year; or
    7. To sell or offer to sell any new equipment to any other dealer at a
  lower actual price therefor than the actual price sold or offered to any
  other  dealer  for the same equipment identically equipped or to utilize
  any device including, but  not  limited  to,  sale  promotion  plans  or
  programs  which result in such lesser actual price, or result in a fixed
  price predetermined  solely  by  the  supplier  provided,  however,  the
  provisions  of this subdivision shall not apply to sales to a dealer for
  resale to any unit or agency of the United States government, the state,
  or any of its political subdivisions or any municipality located  within
  this   state;  and  provided,  further,  that  the  provisions  of  this
  subdivision shall not apply so long as a supplier  sells  or  offers  to
  sell such new equipment to all of its dealers at an equal price; or
    8. To willfully discriminate, either directly or indirectly, in price,
  programs,  or terms of sale offered to dealers, where the effect of such
  discrimination may be to substantially lessen competition or give to one
  holder of a  dealer  agreement  any  economic  business  or  competitive

  advantage  not  offered  to  all  holders  of the same or similar dealer
  agreements; or
    9.  To prevent by contract or otherwise, any dealer, from changing its
  capital structure, ownership or the means by or through which the dealer
  finances its operations, so long as the dealer gives prior notice to the
  supplier and provided the dealer at  all  times  meets  any  responsible
  capital  standards  agreed  to  between  the dealer and the supplier and
  imposed on similarly situated dealers and provided such  change  by  the
  dealer  does  not  result  in  a  change  in  the  person with actual or
  effective control of a majority of the voting interests of  the  dealer;
  or
    10.  If  a  supplier  has  contractual  authority to approve or deny a
  request for a sale or transfer of  a  dealer's  business  or  an  equity
  ownership  interest  therein,  the supplier shall approve or deny such a
  request within sixty days after receiving a  written  request  from  the
  dealer.  If  the  supplier  has  neither approved nor denied the request
  within the sixty day period, the request will be  deemed  approved.  The
  dealer's   request   shall   include   reasonable   financial,  personal
  background, character references and work history  information  for  the
  acquiring  persons. If a supplier denies a request made pursuant to this
  subdivision, the supplier must provide the dealer with a written  notice
  of  such  denial that states the reasons for such denial. A supplier may
  only deny a request based on the failure of the proposed transferees  to
  meet the reasonable requirements consistently imposed by the supplier in
  determining  approval  of such transfer and/or approvals of new dealers;
  or
    11. To require a dealer to assent to a release, assignment,  notation,
  waiver,  or  estoppel  which  would  relieve  any  person from liability
  imposed by this article; or
    12. (a) To unreasonably withhold consent, in the event of the death of
  the dealer or the principal owner of the dealership, to the transfer  of
  the  dealer's  interest  in the dealership to a member or members of the
  family of the dealer or the principal owner  of  the  dealership  or  to
  another  qualified  individual  if  the family member or other qualified
  individual meets  the  reasonable  financial,  business  experience  and
  character  standards of the supplier. Furthermore, and only in the event
  that the transfer proposed is to a person other than  a  family  member,
  such person shall have actively participated in the dealership or in the
  farm  equipment or similar industry for at least twelve months preceding
  the proposed date of transfer. Should  a  supplier  determine  that  the
  designated   family   member   or  other  qualified  individual  is  not
  acceptable, it shall provide the  dealer  with  written  notice  of  its
  objection  and  specific reasons for withholding its consent. A supplier
  shall have thirty days to consider a dealer's request to make a transfer
  to a family member or  other  qualified  individual.  As  used  in  this
  paragraph,  "family"  means  and  includes  a spouse, parents, siblings,
  children,  step-children,  sons-in-law,  daughters-in-law   and   lineal
  descendants,  including  those  by  adoption  of the dealer or principal
  owner of the dealership.
    (b) Notwithstanding the foregoing, in the event that  a  supplier  and
  dealer  have  duly  executed  an  agreement concerning succession rights
  prior to the dealer's death, and if such agreement has not been revoked,
  such agreement shall be observed, even if it  designates  someone  other
  than the surviving spouse or heirs of the decedent as the successor.