Franchise
Franchise law is the cornerstone of our practice.
Sotos LLP is counted upon to assist clients in turning franchise
opportunities into ongoing successes. Our legal advice covers every
aspect of franchising - from start-up to national and international
systems.
For start-up companies, we assist in:
•
Advising on business formation
• Developing
business and organization plans
• Drafting
franchise agreements and disclosure documents
For mature franchisors we assist in:
•
Mergers and acquisitions
• Competition
Act matters particular to franchising
•
Marketing and advertising issues
• Domestic
and international trade mark and copyright
•
Trade secret protection
• Technology
arrangements
• General corporate, leasing
and financing work
• International expansion
Our
Franchise Principles
Franchising
works best when it works for both parties.
The franchise relationship is, at its root, a legal relationship
governed by contracts. We believe that lawyers have a role to play,
and a responsibility to bear, in how a franchise system is developed
and how it responds in times of stress as well as success. We openly
praise franchisors for promoting positive franchise relations while
being outspoken critics of those who disregard their franchisees’
interests when enforcing discretionary rights or making system changes.
Successful systems must be structured to ensure risks and rewards
are shared fairly between the franchisor and its franchisees.
Leaders in franchise fairness initiatives.
Sotos LLP has been a pioneer in advocating the benefits of balanced
franchise relationships. We have been strong advocates of franchise
fairness legislation in Canada and have played a key role in many
precedent-setting cases. We provide counsel to governments, business
institutions and trade associations on processes to ensure that
franchising remains a secure and prosperous business vehicle.
Franchisor Services
Sotos LLP helps maintain and enhance relations
between
franchisees and franchisors.
Contracts are drafted with sufficient controls to protect the
franchisor, while, at the same time, eliminating the need for
costly negotiation with every franchise sale.
Whether for a start-up company or established business, our lawyers
offer valuable insight through a full range of services, including:
• Conversion of a successful business
to a successful franchise
• Area development and master franchising
• Franchise system mergers, sales and
acquisitions
• Expansion and finance strategies
• Trade mark and intellectual property
• Disclosure documentation and compliance
• Up-to-date regulatory compliance –
local, provincial, federal, international
• Real estate transactions – leases,
purchases, sales
• Corporate and personal tax planning
• Effective enforcement of franchise agreements
• Dispute mediation and resolution
• Commercial litigation
• International expansion
• “Canadianizing” foreign
disclosure documents
• Insolvency matters TOP OF PAGE
Franchisee Services
In the past 25 years, we have provided
advice with respect to more than 150 franchise systems.
Our unique experience helps us to effectively analyze business
opportunities and make well-informed decisions in order to avoid
many of the common pitfalls associated with franchising.
Sotos LLP offers a full range of services, including:
• Buying a franchise – strategy,
planning, hands-on execution
• Franchise agreements – negotiating,
renewals and long-term implications
• Financing
• Advice on content and quality of disclosure
• Risk assessment
• Up-to-date regulatory compliance –
local, provincial, federal, international
• Dispute mediation and resolution
• Commercial litigation – injunctions,
trials, appeals, class actions
• Insolvency matters
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Franchise Litigation
We view litigation as a means of last resort.
The nature of a franchise relationship is one of power imbalance.
Successful business reality, however, dictates a balancing of interests.
Through the use of early dispute resolution that includes mediation,
we are often successful in restoring balanced relationships without
litigation. But, when all else fails, we litigate aggressively and
we litigate to win.
Sotos LLP maintains one of the busiest franchise litigation practices
in the country. We handle complex franchise litigation matters
on behalf of franchisors and franchisees, involving:
• Franchisee termination
• Enforcement of post-termination non-compete
covenants
• Encroachment
• Volume rebates, discounts and advertising
allowances
• Leasing
• Insolvency
• Royalties strikes
• Injunctions
• Class actions
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Franchisee Association
Services
Sotos LLP has helped structure and represent
more franchisee associations than any other law firm in Canada.
Many of these associations have gone on to play key roles in leading
franchise cases and franchise fairness legislation. Our lawyers
are well versed in the advantages of franchisee associations and
offer a full range of legal and consulting services including:
• How to form a franchisee association
• Identifying key common issues
• Strategies to achieve association goals
• Enforcement of franchise agreements
on a group-wide basis
• Dispute resolution, mediation, arbitration
• Commercial litigation – injunctions,
trials, appeals, class actions
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