“As a fast growing franchise business, we are relying on Clarke Willmott more and more for a wide range of legal services including drafting and revising franchise agreements, sub/head leases, and other legal documentation. We work with a variety of lawyers at Clarke Willmott across all areas and have found them to be very responsive, knowledgeable, value for money, and a pleasure to work with.”
Clarke Willmott provides a “one stop shop” for both franchisees and franchisors in relation to both domestic and international matters. This group consists of intellectual property, commercial property, commercial, corporate and employment solicitors. We are therefore able to provide a complete legal service to our franchise clients.
We are members of the British Franchising Association (BFA) and operate a specialist franchising group which assists franchisors and franchisees in a wide range of fields, including health and fitness, education, fashion, travel and food and drink. We also work alongside other third parties such as accountants, franchise consultants and property management agents to ensure that our clients obtain a complete franchising service.
Our work for franchisors and franchisees includes:
- Reviewing and drafting franchise agreements, deposit agreements, lease and sub-lease agreements, “buy-back” and disclosure packs
- Advising on the scope of operations manuals
- Advice on data protection issues arising within a franchise network
- Assisting clients in establishing a franchise network and developing an appropriate group structure
- Representing franchisees in franchise re-sales
- Resolving disputes between franchisors and franchisees
- Managing trade mark portfolios, including filing and prosecuting trade marks around the world
- Drafting employment contracts and advising on employment matters, including when franchises are brought back “in-house” by franchisors
- Assisting clients in developing franchise networks in other countries
Our recent work includes:
- Undertaking work for a major shoe retailer, which has a very large franchise system around the world, including reviewing its franchise agreements, advising on competition law and how it impacts on the franchise network, and enforcing the terms of franchise agreements
- Dealing with various IP disputes in the UK and around the world including disputes between franchisee and franchisors
- Acting for a large restaurant chain on the multi-million pound sale of franchised businesses to the franchisees, involving two large property portfolios of more than 25 properties located in Scotland and the north of England. We advised on the sale and purchase agreement, the franchise subleases and negotiated and completed licences to underlet with a large number of landlords
- Advising a franchisee of multiple fast food outlets on a funder’s finance agreements and security documentation in relation to the acquisition of new outlets
- Advising on the TUPE obligations arising out of the sale of a franchised business
- Training franchisees on employment law affecting new franchise holders
- Acting for a service station group on the acquisition and construction of a new motorway service station in Cobham, together with associated infrastructure agreements, such as highways agreements. This included dealing with the easements granted to the statutory service providers. The team negotiated and exchanged pre-lets and (following practical completion) completed leases with WH Smith and substantial franchise operations, McDonalds, KFC and Welcome Break. The completed development has an investment value in excess of £75m
Developing themes and areas of concern in franchising
One area in which we are seeing increased emphasis by franchisors is issues relating to personal data and to the use of social media. The ability to market effectively to customers of former franchisees once the franchise comes to an end and is taken back in-house, or the ability to promote effectively across the franchise network are crucial to a franchisor’s success, and yet there are constant concerns expressed about the limits on data sharing and the risks of changes in data protection law. We give specialist advice on this and members of the team present regularly on this topic, including at BFA events.
Another area often in issue is social media, and the control of social media use by franchisees to ensure consistent branding. We draft provisions dealing with social media in franchise agreements but also give ad hoc advice as issues arise on this topic. We can also offer structured training on social media legal dos and don’ts and how to protect brands in the event of a social media catastrophe.
Contact a franchising lawyer
If you would like to find out more about how franchising legal advice can support your business, you can contact our lawyers directly using the details given on their profile pages, or by calling 0800 652 8025.
You can also read more about our team and their services in our Franchising brochure.