Our related franchise services
Alternative routes to market - advising
on licensing, distribution and agency and supply
relationships
As part of our assessment as to a concept’s suitability for
franchising, we may determine that franchising is not an
appropriate business model. If this is the case we will work
with the business to determine the most effective structure for
bringing the products or services to market. We can therefore
advise on and draft the relevant legal documentation depending on
whether a licensing, distribution, agency, supply or combination
thereof model is to be adopted.
Advising on and drafting UK and
international terms and conditions of business
If a franchise or an alternative route to market model is
adopted, then it is quite likely that standard terms and conditions
for that business, be it business to business and/or business to
consumer, will be required. Working with the business we can
advise on and draft an appropriate set or sets of terms and
conditions to cover the key legal and commercial issues.
Advising on and reviewing UK and
international promotional and marketing materials
The documents which the franchisor uses to promote its franchise
which includes franchisee recruitment literature as well as point
of sale materials to customers, may contain innocent (or
deliberate!) representations or claims regarding the franchise, for
example claims regarding a franchisee’s potential earnings or
claims regarding the products e.g. regarding their price and
performance.
It is important that effective advertising and promotion does
not become misrepresentation or consist of claims not capable of
objective substantiation. We therefore review and advise
businesses on their promotional materials and how to avoid
misrepresentation claims or breaches of advertising related
legislation and codes.
Formulating and implementing a
national/international brand protection strategy
A core element of any franchise business is the brand and
intellectual property rights. Field Fisher Waterhouse has the
UK’s No.1 ranked trade mark practice. The Field Fisher
Waterhouse franchise and trade mark teams therefore work closely
together to formulate and implement a national and international
brand protection strategy in the most cost effective manner. Being
able to provide both services to clients “under one roof” saves
businesses considerable time, effort and cost.
Based on our experience, we can identify through searches and
working with our local agents, those countries where businesses may
encounter problems for their brand, together with those territories
where acquiring protection may have a number of obstacles or take a
protracted period of time. We are therefore able to implement
an appropriate brand strategy in conjunction with the franchise
roll out strategy based on these factors.
Trade mark registrations and
oppositions
As part of formulating and implementing the brand protection
strategy, our trade mark team are able to apply for and register
trade marks throughout the world. In addition our trade mark
team can handle and manage any potential trade mark oppositions
which are encountered thereby allowing businesses to focus its
attention and efforts on developing and expanding.
Domain name enforcement protection
strategy
As part of us formulating and implementing a domain name
protection strategy for you, our Intellectual Property team offer a
one-stop-shop for domain name protection on the internet.
Our intellectual property team offers expert advice and
assistance, including managing, monitoring and enforcing domain
names.
Anti-counterfeiting/piracy services
As part of us formulating and implementing an
anti-counterfeiting and piracy strategy for you, our IP litigation
team offer a one-stop-shop to address your anti-counterfeiting and
anti-piracy needs which can be tailor-made to fit best with your
existing strategy.
For more information on our CounterACT service please click
here.
Data protection and
e-commerce
Data, such as customer and marketing lists and items including
customer satisfaction surveys can be extremely valuable franchise
business assets. It is therefore important that data is
handled correctly within the franchise relationship - particularly
if data is flowing between international parties. Field
Fisher Waterhouse has one of the UK’s leading data protection
practices. The data protection team work closely with businesses
and the franchise team to ensure that valuable franchise data is
both correctly safeguarded and capable of use within the franchise
business.
Real Estate
For franchise businesses the real estate which forms part of the
franchise network can be an extremely valuable asset or portfolio
of assets. Field Fisher Waterhouse has a number of real estate
experts who work closely with the franchise team and can therefore
ensure any real estate issues are correctly dealt with, within the
franchise context - in particular as part of the roll-out
programme.
For further information regarding Field Fisher Waterhouse’s
expertise in this area see our real estate section.
Tax planning
As part of the structuring of a domestic or international
franchise transaction or roll out, it is important to consider tax
issues such as the payment of withholding tax on royalty fees and
how the franchise structure and the tax treatment of franchise
income and profit ties in with the business as a whole.
Depending on the franchisors exit strategy it is important to
structure the domestic/international franchise business in the most
tax efficient manner. Field Fisher Waterhouse’s tax team can
assist businesses and franchisors with their tax planning and tax
structuring.
Employment
Within a franchise business there are likely to be key
employment relationships. In addition where a franchise
business is sold or transferred it is critical that all employees
and employment rights are correctly dealt with. For more
information regarding our employment expertise please see our employment page.
Competition/anti-trust
Field Fisher Waterhouse's competition and EU regulatory team
have extensive experience in advising clients on the compatibility
of their franchise agreements with EC competition law. Such
agreements often include restrictions protecting the franchisor's
know-how, the identity and reputation of the franchise network and
the territories in which franchisees can operate. We advise
whether such restrictions are compatible with Article 81 EC Treaty
(the prohibition against anti-competitive agreements). We
also advise on the competition and regulatory aspects of
acquisitions, mergers and joint ventures. For example, we recently
conducted a competition law analysis and submitted merger filings
(all of which were cleared) to three national competition
authorities for the acquisition by one of Field Fisher Waterhouse's
franchising clients of a shareholding in a company in the same
industry. For more information, please see our
Competition and EU Regulatory section.