Our lawyers have substantial experience acting for both franchisees and franchisors. We understand the industry, the players and the regulations.
We act for franchising clients across Australia and combine our franchise services with other areas of expertise to apply a complete approach to developing franchised businesses.
Franchisor
For our franchisor clients we:
- protect and structure your intellectual property;
- draft/review your franchise agreement and disclosure document;
- draft/review all other ancillary documents required by the Franchising Code of Conduct and others which protect your rights;
- conduct the issue of new franchises including the handling of all documents and negotiations;
- assist with master franchising, and area development;
- provide advice on the Franchising Code of Conduct and deal with the ACCC;
- conduct and assist with meditation and dispute resolution; and
- negotiate and prepare premises leases/subleases and deal with other real property matters
Franchisee
For our franchisee clients we can:
- conduct a thorough review of the franchisor’s documentation;
- explain the key terms in plain English;
- alert you to any peculiar or unfair provisions that appear out of the ordinary;
- provide independent solicitors certificates;
- act in mediations, negotiations and disputes with the franchisor; and
- advise on retail or commercial leases.
The Franchise Agreement
Franchise agreements are the key element of the relationship between a franchisor and franchisee. The development and ongoing management of a franchise agreement requires an understanding of key areas such as corporate structure, termination and default, supply terms, financial payments, disclosure requirements, marketing, rebates, intellectual property, pricing, and dispute resolution procedures. The form of the franchise agreement must reflect the commercial intent and means of business rather than be structured purely on legal considerations. A franchise agreement by its nature has enormous variety from one to the next and there are different structures such as master franchise agreements, multi-unit franchise agreements, area development franchise agreements and joint venture agreements. The distinction between a franchise agreement and pure license, agency or supplier agreement is often grey and it is important to identify the impact of the wrong classification.
Licensing and Distribution
Often it is the distinction between a licence, distribution or supply arrangement and franchise that needs first consideration. There are implications for clients depending on what they intend into the future and the level of regulation that applies.
When documenting a license or distribution agreement it is important to consider important matters including territory, minimum performance criteria, product or service requirements, pricing, supply arrangements and delivery, obligations & responsibilities, termination, product recall, promotion, marketing and intellectual property. We work with our clients closely produce agreements and business relationships that reflect the specific commercial intent of the arrangement.
Intellectual property, the basis of many licensing and distributing agreement, deserves close consideration.