The franchising team at MKB Law can help franchisors from the initial stages of franchising their business, through day-to-day management of their franchise network, and onwards to the sale of a network to a new owner.
The Franchising Concept
Franchising is an effective way to expand a business into a wider network through the replication of a successful and proven business concept. The development of a franchise network often leads to a business that is both robust and successful. Like so many thing in life success is dependent on careful planning at the beginning.
MKB Law will provide advice and guidance on:
the suitability (or otherwise) of a business concept and the proposed business structure
the regulatory hurdles to be overcome or managed, such Unfair Contract Terms Act 1977, Trading Schemes Act 1996 or Trademarks Act 1994
master franchise and master development agreements
The franchising lawyers at MKB Law can prepare all of the template agreements needed by a franchisor to set up a franchise network including:
pre-franchise documentation (confidentiality, deposit agreements etc)
LLP agreements to be used by franchisees
leases or sub-leases for premises to be occupied by the franchisee
asset/business transfer agreements for employees converting to become franchisees or for franchise re-sales
employment contracts and trading documentation for franchisees
If one of your franchisees wants to sell the franchise business we can also act for you in the resale process to ensure that your interests are protected and help minimise the risk of you, as a franchisor, incurring liabilities to the outgoing or incoming franchisee arising from the resale process.
Intellectual Property Rights
The intellectual property rights of a franchise are one of the most valuable assets of the franchise business. When franchising a business, a franchisor must take steps to protect its brand, which includes its trade marks and other intellectual property rights such as material protected by copyright and confidential information. A franchisor with a successful brand can reap the benefits as this assists with franchisee recruitment and customer sales. Having in place a robust franchise agreement is the first step to ensuring that franchisees are clear how they are permitted to use the franchise’s IP. Of equal importance to the network as a whole is also ensuring protection is in place for the brand which will minimise the risk of people and businesses outside the network damaging the brand.
By the same token, a prudent franchisee will want to see evidence that he franchisor has protected his brand.
MKB Law will provide advice and guidance on trade mark applications and trade mark protection. We also work with agents worldwide who can arrange trade mark protection anywhere the franchise operates. Our services include:
clearance searches which advise whether the franchise’s trade marks could infringe earlier trade mark rights which is particularly relevant for new franchisors
trade mark filing
We advise on all areas of franchising and business life and our experienced Franchising team can assist franchisors to sell their network and those looking to purchase an already established network.
Selling the Franchise Business
The solicitors in MKB Law can advise franchisors and buyers on every stage of buying or selling a franchise network including:
disclosure of information about the franchisor and the network
identification of tangible and intangible assets of the franchisor that are to be bought or sold
deciding the structure of the transaction – share sale or purchase (if the franchisor is a limited company) or a sale or purchase of some or all of the business and assets of the franchise network
employment law advice including consideration of the application of TUPE regulations
commercial property advice including sales and transfers of leases
We can guide franchisors or potential buyers through the preparation, negotiation and completion of the sale and purchase agreement as well as dealing with matters associated with the transaction, such as transferring ownership of trade marks and other intellectual property, to permit an easy transition from seller to buyer for both the franchisor and the franchisees in the network.
Franchising disputes will arise even between good franchisors and good franchisees. Litigation can be hugely expensive and distracting for the franchisor. The Dispute Resolution layers at MKB Law can deal with the following:
acting for franchisors in disputes with individuals or groups of franchisees
alternative dispute resolution (AD), including the provision of mediation and arbitration assistance