Commercial agreements in Greece

Greek contract law follows the civil law tradition. The Greek Civil Code governs the formation, performance, and termination of contracts, and while the principle of freedom of contract applies broadly, there are significant areas where Greek law imposes mandatory rules that cannot be contracted around – no matter what the agreement says.

If you’re used to common law jurisdictions, a few things will catch your attention:

Good faith overrides contract terms. Article 288 of the Greek Civil Code requires that all contractual rights and obligations be exercised in good faith. Greek courts have real discretion to refuse enforcement of provisions they consider abusive, disproportionate, or opportunistic – even if those provisions are technically valid under the contract’s own terms. This isn’t a theoretical principle. It’s actively applied, and it means that aggressive or one-sided drafting can backfire.

Commercial agents and distributors have mandatory protections. Presidential Decree 219/1991, implementing the EU Commercial Agents Directive, grants commercial agents in Greece significant rights that cannot be waived by contract – including mandatory notice periods (scaling from one to six months depending on the length of the relationship), goodwill indemnity upon termination (capped at one year’s average commission), and additional compensation for damages under the Civil Code. Crucially, Greek courts have extended these protections by analogy to exclusive distributors who are sufficiently integrated into the principal’s sales organisation. A foreign company terminating a Greek distributor without understanding these rules can face substantial and unexpected financial exposure.

Non-compete clauses have hard limits. Post-contractual non-compete provisions are enforceable in Greece, but only if they are limited to the specific territory and customer group covered by the agreement, restricted to the type of goods or services involved, and no longer than one year after termination. Overly broad restrictions – common in contracts drafted under other legal systems – will be struck down.

Consumer contracts are heavily regulated. If your business deals with consumers in Greece, Law 2251/1994 imposes mandatory information requirements, restrictions on unfair terms, and special rules for distance and online contracts. Standard-form contracts with consumers are scrutinised closely, and terms that create a significant imbalance to the consumer’s detriment can be declared void.

CROSS-BORDER CONTRACTS

Contracts between Greek and foreign parties require specific attention to choice of law (governed by the Rome I Regulation within the EU), jurisdiction or arbitration clauses, language provisions and the legal effect of translations, and the applicability of the UN Convention on Contracts for the International Sale of Goods (CISG), which Greece has ratified and which applies by default to qualifying international sales unless expressly excluded.

Greece modernised its international commercial arbitration framework in 2023 (Law 5016/2023, adopting the UNCITRAL Model Law), making Athens an increasingly viable seat for international arbitration.
Getting these provisions right at the drafting stage prevents costly jurisdictional disputes later.

HOW WE WORK

We don’t produce templates. Every agreement we draft or review reflects the specific commercial relationship, the risk profile, and the legal framework that applies. We work in English and Greek, coordinate with counterparties’ counsel where needed, and make sure the final document is enforceable – not just on paper, but in a Greek courtroom if it ever comes to that.

Contact us before you sign. The cost of proper drafting is a fraction of the cost of a dispute over a poorly drafted agreement.