Reinier Russell

managing partner

Reinier advises national and international companies
+31 20 301 55 55

Shop-in-shop agreement - tips and concerns!

Publication date 23 February 2017

Are you planning to enter into a shop-in-shop agreement? This is what you should keep in mind.


The term “shop-in-shop” can be taken literally. It is actually a store within a store. A large retail shop or department store makes available part of the store to another shop. The other shop is allowed to exploit its brand in this particular part of the store. This formula is getting more and more popular and, for instance, Debenhams and the Dutch department store De Bijenkorf are typical examples of large (host) stores making increasing use of shop-in-shop concepts.

Different shop-in-shop arrangements

There are different kinds of shop-in-shop arrangements, such as concession, operating, co-operation and lease agreement. Mostly, the latter is chosen, where part of the store is (sub-) leased to the shop-in-shop keeper.

Arrangements included in the shop-in-shop agreement

Lots of things are involved when entering into a shop-in-shop agreement. Not only the usual arrangements regarding, for instance, usage fee/lease, duration of the agreement and how the cooperation must be terminated will have to be considered. The host store and the shop-in-shop keeper would be well-advised to make agreements in writing on the following:

  • Design: Does the operator decorate the shop or is it done by the host store and do the concepts have to be brought in line? How often will the decoration change? Who pays for the design/decoration and periodic changes made to it?
  • Personnel: Does the operator employ staff, or will this be the responsibility of the host store? Who is liable for the performance and safety of the employees?
  • Maintenance: Who maintains the shop-in-shop area? Who is liable for defects of this area or near it?
  • Payment: How will the shop-in-shop products be paid?
  • Competition: To what extent is the host store allowed establishing competitors of the shop-in-shop in other parts of the retail building? What exactly will be regarded as competition?
  • Intention: What can the operator do with the part of the store made available? Is the shop-in-shop keeper allowed to determine his own product range or does he have to bring it into line with interests of the host store?


In case of shop-in-shop one may think of a clothes shop within a clothes shop or department store. In a large retail area often the different functions of retail, catering, service, and culture are combined. This way there will not just be “shop-in-shops” but also, for instance, “restaurant-in-shops”.

However, not all functions can be combined just like that. Both the lessee and the lessor have to take into account the regulations concerning blurring.

More information

Would you like to learn more about shop-in-shop and what you have to keep in mind for the purpose of a shop-in-shop concept? Please contact us. We will gladly assist you!

    We process the personal data above with your permission. You can withdraw your permission at any time. For more information please see our Privacy Statement.

    Related publications

    What does the Homologation Act (WHOA) mean for creditors?

    The WHOA makes it easier for a company facing bankruptcy to avoid bankruptcy. This can be done through a binding agreement with all creditors, even if they do not all agree to the arrangement. What rights do creditors have in WHOA proceedings?

    Read more

    New EU General Product Safety Regulation

    On 12 June 2023, the new EU General Product Safety Regulation entered into force. As of 13 December 2024, products must comply with this regulation. What are the consequences of the new Product Safety Regulation? Which entrepreneurs should start taking measures now?

    Read more

    Real estate: 3 differences between renovation and maintenance in lease

    Buildings may be timeless but every now and then work will have to be carried out in order to prevent decay. Lessees and lessors have different rights and duties, depending on whether the work can be considered as renovation or (urgent) maintenance.

    Read more

    Fraud prevention in the company

    Fraud causes billions in damages each year. Companies face, for example, fraudulent contracting parties, directors and employees. The management and supervisory board might play the most important role in a company when it comes to fraud prevention. In this newsletter we will give them some legal tools to prevent fraud.

    Read more

    Lease of business premises: lease terms

    The main difference between 230a and 290 business premises is the minimum term of lease. The longer lease term for 290 business premises gives retail and hospitality businesses more time to recoup their investments. What are the lease terms for the different types of business premises?

    Read more

    Protecting your company’s assets and interests. The importance of getting it right from the start

    Company directors and company owners are more than ever reliant on assets such as a company’s brand name, patented inventions, trade secrets, customer data base and skillful employees. Yet, all too often, when faced with a potential infringement or misappropriation, companies find themselves woefully underprepared in terms of risk management. This may prove highly detrimental to the company’s best interests.

    Read more