The abuse of economic dependence can concern you when a customer, supplier, or digital platform manages to impose conditions that your enterprise is not truly free to refuse. However, it is not enough for the counterpart to be larger, have strong bargaining power, or ask for a discount: it is necessary to understand whether your business has concrete alternatives and whether that imbalance is exploited in an unjustified manner.

I want to help you distinguish a tough commercial negotiation from an abuse relevant under the law. We will see what economic dependence means, which conducts can become abusive, when damages can be claimed, and why contracts, investments, communications, and the possibility of finding other commercial partners change the answer.

The rule: contractual strength is not prohibited, but its abuse is

The protection concerns relationships between enterprises. Article 9 of Law no. 192 of June 18, 1998, prohibits one or more enterprises from abusing the state of economic dependence of another enterprise, whether a customer or a supplier. The rule does not require the relationship to be a subcontract in a technical sense: a different commercial relationship between enterprises can also become relevant if the elements provided for by the law are met. Text of Article 9 of Law no. 192 of 1998 reported in Law no. 118 of 2022.

The imbalance must be excessive. Economic dependence exists when an enterprise can determine, in commercial relations with another, an excessive imbalance of rights and obligations. Therefore, it does not coincide with the normal difference in size between a small business and a large customer. The point is to establish whether the stronger party can impose choices that the other undergoes because it has no satisfactory alternatives in the market.

Dependence alone is not enough. A commercial relationship can be very important and even difficult to replace without every request from the counterpart being unlawful. An abusive conduct is also required: the law penalizes the unjustified exploitation of the position of dependence, not the simple economic convenience obtained in a regular negotiation. The Constitutional Court has reiterated this distinction, observing that greater bargaining power is not in itself the object of the prohibition. ^[1]

When an enterprise is economically dependent

The real possibility of changing partners matters. The decisive question is not only how much turnover comes from a single customer or supplier. It is necessary to understand whether your enterprise can find alternatives that allow the continuation of the activity under realistic conditions, within times compatible with the relationship, and without disproportionate conversion costs. A merely theoretical alternative does not necessarily solve the problem.

Specific investments can weigh heavily. Machinery adapted to a commissioner's requests, software integrated with its system, personnel trained for a particular order, certifications required by that single commercial channel, or stocks that are not easily reusable can make it more difficult to quickly find a different outlet. They are not automatic proofs of dependence, but they help explain why exiting the relationship entails a non-ordinary sacrifice.

Turnover and duration are indicators, not fixed thresholds. The incidence of the relationship on the volume of business, the continuity of the collaboration, and the size of the enterprises can clarify the effective weight of the counterpart. The law does not establish a percentage of turnover beyond which dependence automatically arises. For this reason, saying that a customer represents a high share of revenues is useful only if it is linked to the concrete difficulty of replacing them. ^[1]

The particular case of digital platforms

A presumption operates for certain platforms. If an enterprise uses intermediation services provided by a digital platform that plays a decisive role in reaching end users or suppliers, economic dependence is presumed unless proven otherwise. The rule also considers network effects and the availability of data. The presumption concerns dependence, but does not prove by itself that the platform has committed an abuse nor does it quantify any potential damage. ^[2]

Conducts that may constitute an abuse

The law indicates concrete examples. Article 9 mentions the refusal to sell or buy, the imposition of unjustifiably burdensome or discriminatory contractual conditions, and the arbitrary interruption of ongoing commercial relations. The list does not turn every refusal or withdrawal into an abuse: it is necessary to link the conduct to the state of dependence and show why the choice is unjustifiably penalizing in the specific relationship. ^[2]

An onerous clause is not always abusive. A low price, a penalty, an exclusivity obligation, or a severe contractual term need to be read in their context. They may have a recognizable economic or organizational reason; conversely, they can become problematic if they shift unjustified risks onto a single enterprise, if they are imposed by taking advantage of the inability to find alternatives, or if they unilaterally change the balance of the collaboration.

Interruption must be read together with the history of the relationship. The cessation of orders or the non-continuation of a contract do not automatically constitute an unlawful act. It becomes relevant to verify, for example, whether the counterpart induced investments destined for the relationship, whether it imposed an operational dependence and then interrupted the relation without a reason coherent with the agreements and circumstances. The availability of alternative outlets also has a direct impact.

Digital practices have additional examples. For the platforms indicated by the rule, insufficient information or data on the scope or quality of the service, unjustified unilateral requests not related to the activity performed, and obstacles to the use of a different supplier for the same service—including additional costs not provided for by agreements or licenses—may also become relevant. ^[2]

Nullity, injunction, and compensation: different remedies for different problems

The abusive pact may be void. Article 9 provides for the nullity of the pact through which the abuse is carried out. Therefore, it is not sufficient to declare the entire contract void in a generic way: it is necessary to identify the agreement, clause, or modification with which the counterpart would have exploited economic dependence and explain its effect in the relationship.

Damage is not automatic. The nullity of a clause or the finding of abuse do not single-handedly establish a sum to be received. To claim compensation, it is necessary to link the conduct to the economic prejudice concretely suffered and to document its consistency and nexus with the abuse. The costs of unused investments, lost margins, or expenses made necessary by the conduct may be relevant, but each item must be reconstructed in relation to the facts of the case.

The injunction serves to stop the conduct. The law also contemplates injunctive actions, aimed at preventing the continuation of the abuse. This remedy may be more suited to the problem when the commercial relationship is still ongoing and what worries is an imposed condition, an operational obstacle, or a practice that continues to produce effects. Compensation, on the other hand, looks at the prejudice that has already occurred; the two protections can address different needs. ^[2]

Which elements make a claim clearer

The contract is the starting point, not the only element. The initial text, orders, any renewals, and subsequent modifications help identify obligations, prices, exclusivity, duration, withdrawal possibilities, and payment conditions. Communications between enterprises can show whether a condition was genuinely negotiated, imposed as inevitable, or introduced after your organization had already incurred specific investments.

It is necessary to give shape to the damage. Invoices, accounting, estimates, investment documents, production data, and proposals received from other potential partners can help distinguish a loss caused by the abuse from a normal market difficulty. Initiatives concretely undertaken to find alternatives can also be important: the issue is not proving absolute dependence, but explaining why satisfactory alternatives were not effectively available.

It is best not to confuse different levels. The non-payment of an invoice, the breach of a single order, and the abuse of economic dependence can coexist, but they are not the same thing. A payment claim concerns primarily the unpaid obligation; abuse requires the additional proof of dependence and exploitation. Separating the facts avoids burdening a contestation with qualifications that find no backing in the documents.

Paths to consider before and after the termination of the relationship

A targeted contestation can clarify the conflict. If the relationship is still open, a communication must indicate which condition or behavior is being contested, why it affects the economic freedom of the enterprise, and what correction is requested. A generic protest against unfair behavior risks failing to bring out either the concrete imbalance or the economic effect one wishes to avoid.

Continuation and exit are not equivalent choices. Maintaining the relationship can be essential to guarantee production continuity, but it can also prolong an onerous condition. Seeking alternatives can reduce future risk, while entailing conversion costs and times. The choice changes if the contract allows for orderly withdrawal, if non-recoverable investments are present, if other reachable customers exist, or if the contested conduct prevents access to other channels altogether.

The Competition Authority has a distinct role. When the abuse has relevance for the protection of competition and the market, the Italian Competition Authority can intervene with its powers, even upon reporting by third parties. This possibility does not replace the civil action of the enterprise claiming nullity, injunctions, or damages. For civil actions, Article 9 assigns proceedings to the specialized enterprise sections. Judgment of the Constitutional Court no. 75 of 2026 on the regulation and specialized enterprise sections. ^[2]

Frequently asked questions

Can I claim compensation if a customer interrupts orders?

Not for the interruption alone. Compensation requires the interruption to be part of an abuse of economic dependence and to have caused demonstrable damage. Among other elements, investments made for that customer, the reason for the interruption, contractual provisions, and the actual possibility of finding other commercial outlets are relevant.

Is it sufficient that a customer generates a large part of my turnover?

No, there is no automatic percentage. High concentration of turnover is an important clue, but it must be combined with proof that satisfactory alternatives are missing and that the customer can therefore impose an excessive imbalance. Accounting data gains significance if linked to the structure of the enterprise, the market, and the costs necessary to change partners.

Is an exclusivity clause always an abuse?

No, exclusivity can be lawful. It becomes problematic if, in the concrete relationship, it deprives the enterprise of real alternatives and is used to impose unjustifiably burdensome obligations or sacrifices. It is necessary to read duration, territory, products concerned, any considerations, possibilities of exit, and the economic reason of the clause, without stopping at its name.

Does the nullity of the clause automatically give me the right to a sum?

No, nullity and damage are different remedies. Nullity concerns the pact through which the abuse would be carried out. Compensation additionally requires proof of economic prejudice linked to that conduct. Correctly identifying the clause can be essential, but it does not replace the reconstruction of losses actually suffered.

Can I turn to the Competition Authority instead of taking action before a judge?

The two paths have different functions. The Competition Authority can intervene when it perceives relevance for competition and the market; the enterprise claiming nullity, an injunction, or damages instead uses the civil action provided for by Article 9. The choice requires distinguishing the problem affecting the market from the one concerning your specific contractual relationship.

Essential regulatory references

The central source is Article 9 of Law no. 192 of 1998, in the text reported in the notes to Law no. 118 of 2022: it regulates prohibition, the presumption for certain platforms, exemplary conducts, nullity, and injunctive and compensatory actions. The judgment of the Constitutional Court no. 75 of 2026 also offers an institutional framing of the scope of protection and the referral of civil actions to specialized enterprise sections. ^[2]

Which question to start from

The initial question is whether real commercial alternatives exist. From here one can understand whether a harsh condition constitutes a normal market choice or the exploitation of economic dependence. If contract, investments, and communications indicate a concrete imbalance, you can contact me to frame remedies coherent with your enterprise's situation.