Our Franchising Expertise

We provide a “one stop shop” for both franchisees and franchisors in relation to both domestic and international matters.  In particular, we deal with:

Intellectual Property

We have one of the largest specialist Intellectual Property law practices outside of London, which has this year assisted clients with regard to matters on every continent.

The team is led by Roy Crozier who has previously worked with major international law firms and is recommended by the Chambers and Legal 500 directories as an expert in the field of IP law.

Unusually, the team also includes a fully qualified Trade Mark and Design Attorney.

We have a full service IP practice undertaking enforcement work, trade mark and design prosecution work, and drafting of commercial/intellectual property agreements such as licences, assignments and franchise agreements.  In particular:

  • We manage several large trade mark portfolios and instruct agents around the world to file and oppose trade marks.
  • We deal with various IP disputes in the UK and around the world
  • We undertake work for a large shoe retailer, which has a very large franchise system around the world, including reviewing their franchise agreements, advising on competition law and how it impacts on the franchise network, and enforcing the terms of franchise agreements.
  • We assist franchisors in the UK to set up their franchise system and draft appropriate franchise documentation.
  • We advise on selective distribution networks and issues relating to competition law.

For further information, please see our Intellectual Property page.

Litigation

Disputes are an inevitable part of business life and stopping them getting out of hand is crucial to keeping your business focussed on what it does best. We never believe that litigation is the inevitable end game and always look for ways to manage the dispute to mitigate its impact and resolve it at least cost and damage to your business.

We have particular expertise in the world of franchising having acted on numerous disputes involving one of the two largest global burger chains and have a real understanding of the unique challenges that franchisors and franchisees can face in business.

For further information, please see our Litigation page.

Employment & HR

The Clarke Willmott Employment & HR Team is well placed to assist both franchisors and franchisees.

We specialise in representing employer organisations and offer a genuine “cradle to grave” support service suitable for all sizes of business. We pride ourselves on being able to meet the legal needs of small owner-operated concerns right through to large national and international businesses. The combination of employment lawyers working with our HR consultants means we are always able to provide an appropriate and cost effective solution to any issue or project that you might need to tackle.

To those involved in franchising, the scalable proposition of the Employment & HR team is designed to meet all legal needs.

New to Franchising?

If you just acquiried your first franchise you may not fully understand current employment law, how to manage disciplinary processes, do you have the right contracts and policies in place? Our team will make sure that you have the right documents and information at your finger tips.

An established Franchisee?

If you are experienced as a franchisee, you are likely to need more in depth, bespoke advice on the staffing and commercial issues that you may face. You may need representation in the Employment Tribunal or even advice on restructuring and outsourcing.

Franchisor?

Of course, franchisors are not immune to the vagaries of employment law. It may be that the franchisor wants to buy back its franchises with all the attendant implications that would have for staff and the business. Here, advice on TUPE, redundancies and restructuring can be very important, if not vital to a franchisor’s success. Moreover, larger franchisors will ultimately need advice on their own employment and commercial issues on a regular basis. The Employment & HR team are well placed to provide that assistance.

For further information, please see our Employment & HR Page.

Commercial Property

Our Commercial Property team has broad experience of acting on a wide variety of commercial property specialising in development, investment, retail, business occupation, secured lending and asset management work, acting for a number of retailers, investors, developers, house builders, banks and finance houses.

We also provide a “one stop shop” for both franchisors and franchisees in relation to both domestic and international matters. The team has dealt with numerous franchise agreements and are well versed in the property aspects facing franchisor and franchisee in dealing with the associated property lease or sub-lease and typically getting landlord’s consent.

This has included on the franchisor side acting for the largest SPAR head franchisor and dealing with various “buy-back” and “put” options. Such options are common to allow a franchisor to exercise better control of and continuity of the franchisee’s business. The team has also acted for franchisees and so has a deep and practical understanding of the business and property issues franchisees also face.

Notable transactions on which the team has acted include:

  • 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. We advised on the sale and purchase agreement, the franchise subleases and negotiated and completed licences to underlet with a large number of landlords.
  • 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 and 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.

For further information, please see our Commercial Property page.

Corporate & Commercial

Our national Corporate and Commercial group includes 25 specialist lawyers advising clients ranging from start-up businesses to large multinational corporations listed on the London Stock Exchange.

On the corporate side we advise on company sales, purchases, joint ventures, MBOs, MBIs and other types of venture capital transactions, as well as providing specialist corporate finance solutions and advising generally on funding options.

We also advise on general company law matters including with regard to corporate governance and regulatory issues.

In respect of commercial law, our team advises on commercial contracts and projects, including outsourcing, terms and conditions, and agreements relating to supply and purchase, confidentiality, sponsorship, consultancy and event management. Additionally, the team advises on data protection issues, cutting-edge internet, software and technology-related matters, including software licensing and support, hardware supply and maintenance, disaster recovery plans, web hosting and managed services agreements, e-commerce including terms and conditions on websites, and IT dispute resolution.

Our work includes, acting for:

  • A Motor Service Group in relation to the purchase of a chain of motorway services areas. The total consideration was in excess of £200 million and the transaction was particularly complex in structure involving a share acquisition, a debt purchase (which itself involved elements of conditional and deferred consideration), a complex equity funding structure involving offshore limited partnerships, and two bank facilities.
  • A large property investment and management group and one of the UK’s largest commercial landlords in respect of a large facilities management and outsourcing transaction involving the procurement of services in relation to certain strategic assets and resources of our client.
  • A franchisor in acquiring franchisee outlets and drafting and negotiating IT contracts.

For further information, please see our Corporate & Commercial page.