Review clause – EU

Irrespective of the type of remedy, commitments offered by parties to a merger will usually include a review clause which will allow the Commission, upon a reasoned request by the parties, to grant an extension of deadlines or, in exceptional circumstances, to waive, modify or substitute the commitments. It can also allow the Commission to require the parties to submit proposals for the modification of accepted commitments where difficulties have arisen in their performance or if the objective pursued with the remedy will be better achieved if modalities of the commitment are changed.

This type of clause does not in itself affect the rights of third parties, who can only challenge the remedy if it is effectively implemented and such action must be directed against the Commission’s decision to modify the commitments not against the clause.