信息交换的反托拉斯风险.doc

THE ANTITRUST RISKS OF INFORMATION SHARING 信息交换的反托拉斯风险 Corby C. Anderson and Ted P. Pearce 23 Franchise L.J. 17 Copyright (c) 2003 American Bar Association Franchise Law Journal Summer, 2003 TEXT: [*17] Competitors in franchising routinely exchange ideas and information through buying cooperatives and trade associations, at franchise advertising meetings and conventions, and elsewhere. These information exchanges strengthen franchise networks and afford additional tools to make participants more competitive. These exchanges benefit consumers as well, enabling franchise systems to reduce prices, improve quality, and market new products and services more quickly. Nevertheless, although information sharing makes franchise systems more competitive, it also raises serious antitrust concerns. Information exchanges can make it easier for franchising competitors to coordinate pricing and other decisions about their products and services. However, this coordination can have anticompetitive effects. In todays franchising landscape, particularly with complementary franchise systems housed under the same corporate roof selling competing products and services, the potential for such information exchanges to run afoul of the Sherman Act is great. For example, with little though of antitrust implications, companies that engage in dual distribution and that operate multiple, competitive franchise systems may well share information about the cost-effectiveness of employees or the availability of buying efficiencies among different franchise systems. Franchisee competitors may engage in regular exchanges of information about pricing; such exchanges have the effect of stabilizing prices within their market, an antitrust violation even without any formal agreement about pricing. This article examines how franchisors and franchisees can avoid antitrust-related risks in information sharing. It defines information sharing, explores its benefits, examines how courts have treated the