The Cyprus Competition Commission accepted every factual premise of the complaint: there was an agreement, it contained an exclusivity clause, and it excluded seven coffee chains from a food delivery platform for six months during a period when, due to a government-ordered lockdown, delivery was the only viable channel for food businesses to operate. It still dismissed the complaint. The reason tells practitioners precisely where the line falls.
EPA Decision 18/2025 (Απόφαση ΕΠΑ 18/2025, Αρ. Φακέλου 08.13.007.021.007.001, 16 April 2025) is the Commission's ruling on a complaint filed by a competing coffee-shop operator, identified in the decision as K.V., against Marinopoulos Coffee Company Cyprus Limited (Starbucks) and Wolt Enterprises OY. The Commission held that while an agreement within the meaning of competition law existed, the exclusivity clause did not appreciably restrict competition as required by Article 3(1) of the Cyprus Competition Protection Laws (Law 13(I)/2022 and its amendments) and Article 101 TFEU. The complaint was dismissed.
The complaint and its context
The complaint was filed on 7 June 2021 by K.V., through legal representatives Stelios Amerikanos & Sia DEPE, targeting both Starbucks Cyprus and Wolt. The legal basis was alleged violation of Article 3(1) of the then-applicable Cyprus Competition Protection Laws of 2008 and 2014 and Article 101(1) TFEU, applied in parallel.
The factual core was a cooperation contract between Starbucks and Wolt. That contract was signed by Starbucks on 21 February 2020 and by Wolt on 4 March 2020. Practical cooperation began on 26 February 2020. The contract incorporated, by reference to an email exchange of 25 November 2019, a six-month exclusivity term. As the decision records it: "Για το παρόν συμφωνητικό ισχύουν όροι εξάμηνης (6 μήνες) αποκλειστικότητας όπως έχουν συμφωνηθεί μέσω email στις 25/11/2019." The Commission found that under this arrangement, Starbucks and Wolt jointly agreed to exclude seven coffee chains -- including the complainant's business -- from Wolt's platform services for that six-month period.
The COVID-19 dimension is central to the complaint's theory of harm. The complainant argued that the exclusivity period coincided with the first national lockdown imposed by the Cyprus government in March 2020, during which catering businesses were permitted to operate only through home delivery or, to a far lesser degree, takeaway. The practical consequence alleged was that during the period when delivery access mattered most -- when it was the only operational channel -- the complainant was locked out of Wolt's platform by an exclusivity agreement between a competitor and the platform.
Starbucks operates 16 stores in Cyprus under the Marinopoulos franchise, giving it material platform weight as a launch partner for Wolt's Cyprus entry.
Legal framework applied
The Commission proceeded under the transitional provisions of Law 13(I)/2022 (the Cyprus Competition Protection Law of 2022, as amended by Law 169(I)/2022), which replaced the 2008 and 2014 laws under which the complaint was originally filed. The substantive prohibition mirrors the EU standard.
Article 3(1) of the Law prohibits agreements between undertakings that have as their object or effect the prevention, restriction or distortion of competition within the Republic. The Commission applied this in parallel with Article 101 TFEU, noting a possible effect on trade between member states and the consequent applicability of the EU provision alongside the national one. This parallel application is standard practice for Cypriot competition proceedings where the conduct may affect intra-EU trade, as required under Article 3 of Regulation (EC) 1/2003.
The analytical structure for both provisions is a two-stage test. First, is there an agreement within the meaning of the prohibition? Second, does that agreement have as its object or effect an appreciable restriction of competition? Only if both are answered affirmatively does a violation arise.
Finding one: an agreement exists
The Commission had no difficulty on the first stage. The contract documentation was clear. The exclusivity term was agreed in writing -- via email on 25 November 2019, and incorporated into the signed contract. The "concurrence of wills" between Starbucks and Wolt was established. The agreement covered the exclusion of seven named coffee chains from Wolt's platform for six months.
This finding was not the contested terrain. The Commission accepted it and moved directly to effects.
Finding two: no appreciable restriction
The effects analysis turned on three factual assessments, each addressed in the Commission's paragraphs 170 to 172.
The first was duration. The Commission found that six months did not constitute a significant period for the purposes of the appreciability threshold. This is a factual calibration, not a bright-line rule, but it signals that short-term exclusivity in a nascent market is unlikely to clear the bar absent other aggravating factors.
The second was market conditions. The Commission found, guided by the relevant case law and the administrative file, that there was no restriction on competition. Instead, there was strong potential competition in the relevant market -- defined as the provision of electronic order-submission platform services and home delivery services for food and beverages across the entire territory of the Republic of Cyprus. That potential competition existed precisely because competitors to Wolt were appearing in the Cyprus market within a short period. The speed of new entry undercut the exclusivity clause's capacity to foreclose.
The third was the complainant's actual options. The Commission found that conditions of competitor foreclosure did not arise, and as a result the complainant retained the ability to approach one of Wolt's competitors for platform services. The exclusivity did not lock the complainant out of the market; it locked the complainant off one specific platform while alternative platforms were available or becoming available.
Taken together, these three findings meant the exclusivity clause could not restrict competition as Article 3(1) and Article 101 TFEU define it. The Commission therefore held that no violation of Article 3(1) could be established.
Cross-border context: how this fits the broader EU picture
The decision references comparable analyses by other national competition authorities, which the Commission drew on in reaching its assessment. The footnotes identify four external decisions.
The Norwegian Competition Authority's decision in V2022-1 (Foodora Norway AS), examining exclusivity under the Competition Act and its EEA-equivalent provisions, is cited as comparative authority on platform exclusivity analysis. The Spanish competition authority's decision in Resolución Redes Paralelas Exclusividades Plataformas (S/0026/20), 21 December 2021, concerning parallel-networks exclusivity arrangements in food delivery platforms, is likewise referenced. The UK Competition and Markets Authority's reports on Just Eat and Hungryhouse (Final Report, 16 November 2017) and Amazon/Deliveroo (Final Report, 4 August 2020) are cited, along with Case C/0730/16, Just Eat / La Nevera Roja.
The practical pattern across these decisions is consistent with the EPA's approach: competition authorities have generally declined to treat short-term vertical exclusivity clauses between a delivery platform and a restaurant or chain as per-se anticompetitive, focusing instead on the actual exclusionary effect given market structure, the duration of the restriction, and the availability of alternative channels. Where the platform is not dominant, where new entry is occurring, and where the excluded operator retains credible alternatives, the effects analysis typically fails to establish an appreciable restriction.
What the Cyprus EPA decision adds to this picture is its explicit application of the same framework in a small-island market during a period of acute demand concentration -- the lockdown. The Commission did not treat the lockdown as an aggravating factor that converted a short-term exclusivity into a significant market foreclosure. The lockdown affected when delivery mattered most, but the Commission's analysis fixed on market structure and the speed of new entry rather than on the temporary demand spike. Practitioners advising on platform exclusivity clauses in similar contexts -- including in markets where seasonal demand concentration might analogously amplify a short exclusivity period -- should take note that the analysis remains grounded in structural conditions, not in the coincidental timing of external events.
Practitioner takeaway
For practitioners advising a restaurant chain, food and beverage brand, or delivery platform on exclusivity terms, the EPA decision clarifies the analytical checklist.
The agreement exists as soon as the exclusivity is agreed in writing -- here, a 25 November 2019 email incorporated into a later signed contract. The formal stage of "agreement" is met easily. The weight of the analysis falls entirely on effects.
On effects, the variables that mattered to the Commission were:
- Duration: six months was held to be not significant. A practitioner drafting or reviewing a longer exclusivity period cannot rely on this decision as clearance; the Commission's finding was duration-specific.
- Market entry velocity: the Cyprus food delivery market was receiving new platform entrants quickly. In a saturated or slow-entry market, the same clause might produce a different result.
- Alternatives available: the complainant could have approached Wolt's competitors. Where a platform holds genuine market power and no credible alternative platforms exist, foreclosure conditions look different.
The COVID lockdown coincidence was argued as a factor that concentrated the practical harm of exclusion into the precise period when delivery monopolised the market. The Commission did not find this sufficient to convert the structural analysis. The legal test under Article 3(1) and Article 101 asks about competition restriction in the market; it does not ask whether the timing of the restriction was particularly inconvenient for the complainant.
For compliance teams reviewing current platform agreements, the message is procedural as much as substantive: document the market conditions at the time the agreement is signed. If platform competitors are entering rapidly, if the relevant term is genuinely short, and if the counterparty retains platform alternatives, the effects case is weak. Record those conditions contemporaneously.
Every answer carries its citation. Primary sources, not summaries. When you need to assess how a Cypriot or EU competition authority has applied the Article 101 effects test to digital platform exclusivity, work from the decision itself.
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FAQ
What did the Cyprus Competition Commission decide in EPA Decision 18/2025?
The Commission dismissed the complaint. It found that a six-month exclusivity clause between Starbucks Cyprus (Marinopoulos Coffee Company Cyprus Limited) and Wolt Enterprises OY constituted an agreement within the meaning of competition law, but held that the clause did not appreciably restrict competition under Article 3(1) of the Cyprus Competition Protection Law (Law 13(I)/2022) or Article 101 TFEU. No violation was established.
Why was the exclusivity clause cleared despite coinciding with the COVID-19 lockdown?
The Commission's effects analysis focused on market structure rather than the external shock of the lockdown. It found that the six-month period was not a significant duration, that strong potential competition existed in the relevant market because new competitors to Wolt were entering Cyprus quickly, and that the complainant retained the ability to use alternative delivery platforms. Those structural conditions meant the clause could not appreciably restrict competition, regardless of when it happened to operate.
What is the relevant market as defined in this decision?
The Commission defined the relevant geographic market as the entire territory of the Republic of Cyprus. The relevant product market was the provision of electronic order-submission platform services and home delivery services for food and beverages. The Commission also noted a possible effect on trade between EU member states, which triggered parallel application of Article 101 TFEU alongside the national provision.
What should practitioners check before including a vertical exclusivity clause in a food delivery platform agreement?
Three variables drive the effects analysis under EPA Decision 18/2025: the duration of the exclusivity (short terms are less likely to restrict competition appreciably); the rate at which competing platforms are entering the market (rapid new entry reduces foreclosure risk); and whether the counterparty retains access to alternative platforms. All three should be assessed and documented at the time the agreement is negotiated, not reconstructed in response to a later complaint.
