The recent Spanish Supreme Court Judgment No. 628/2026, dated 22 April 2026, marks a significant shift in the case law governing the calculation of goodwill compensation in commercial agency agreements.
The judgment consolidates the approach established in Spanish Supreme Court Judgments Nos. 1209/2025 and 1777/2025, which, in practice, removes the courts’ ability to moderate the amount of compensation provided for under Article 28.3 of the Spanish Agency Act.
Until now, it was relatively common for the courts to reduce the amount of goodwill compensation based on the specific circumstances of each case. The new doctrine appears to exclude that possibility, shifting the focus of the debate to a prior question: whether the entitlement to compensation arises or, conversely, is excluded.
In this context, particular importance is attached to the requirements set out in Article 28.1 of the Spanish Agency Act for entitlement to goodwill compensation, as well as to the grounds for exclusion provided for in Article 30 of the Act.
This new legal landscape calls for particular care in the negotiation, drafting, performance and termination of agency agreements, especially in relation to the notice by which the agreement is formally terminated.
Accordingly, it is advisable to review the practices commonly followed in the drafting, performance and termination of these agreements in order to adapt them to this developing body of case law.
